More annual reports from Mondelez International:
2023 ReportPeers and competitors of Mondelez International:
Rogers SugarMONDELEZ INTERNATIONAL, INC. FORM 10-K (Annual Report) Filed 02/19/16 for the Period Ending 12/31/15 Address Telephone CIK THREE PARKWAY NORTH DEERFIELD, IL 60015 847-943-4000 0001103982 Symbol MDLZ SIC Code Industry 2000 - Food and kindred products Food Processing Sector Consumer/Non-Cyclical Fiscal Year 12/31 http://www.edgar-online.com © Copyright 2016, EDGAR Online, Inc. All Rights Reserved. Distribution and use of this document restricted under EDGAR Online, Inc. Terms of Use. UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549FORM 10-K(Mark one) xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2015OR ¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934COMMISSION FILE NUMBER 1-16483 Mondelēz International, Inc.(Exact name of registrant as specified in its charter) Virginia 52-2284372(State or other jurisdiction ofincorporation or organization) (I.R.S. EmployerIdentification No.)Three Parkway North, Deerfield, Illinois 60015(Address of principal executive offices) (Zip Code)Registrant’s telephone number, including area code: 847-943-4000Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on whichregisteredClass A Common Stock, no par value The NASDAQ Global Select Market1.125% Notes due 2017 New York Stock Exchange LLC2.375% Notes due 2021 New York Stock Exchange LLC1.000% Notes due 2022 New York Stock Exchange LLC1.625% Notes due 2023 New York Stock Exchange LLC1.625% Notes due 2027 New York Stock Exchange LLC2.375% Notes due 2035 New York Stock Exchange LLC4.500% Notes due 2035 New York Stock Exchange LLC3.875% Notes due 2045 New York Stock Exchange LLCSecurities registered pursuant to Section 12(g) of the Act: NoneIndicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x No ¨Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No xNote: Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Exchange Act from their obligations under thoseSections.Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past90 days. Yes x No ¨Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to besubmitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant wasrequired to submit and post such files). Yes x No ¨Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not becontained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to thisForm 10-K. xIndicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitionsof “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. Large accelerated filer x Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company ¨ (Do not check if a smaller reporting company)Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ¨ No xThe aggregate market value of the shares of Class A Common Stock held by non-affiliates of the registrant, computed by reference to the closing price of such stock onJune 30, 2015, was $66 billion. At February 12, 2016, there were 1,568,858,264 shares of the registrant’s Class A Common Stock outstanding.Documents Incorporated by ReferencePortions of the registrant’s definitive proxy statement to be filed with the Securities and Exchange Commission in connection with its annual meeting of shareholdersexpected to be held on May 18, 2016 are incorporated by reference into Part III hereof. Mondelēz International, Inc. Page No. Part I – Item 1. Business 1 Item 1A. Risk Factors 10 Item 1B. Unresolved Staff Comments 18 Item 2. Properties 19 Item 3. Legal Proceedings 19 Item 4. Mine Safety Disclosures 19 Part II – Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 20 Item 6. Selected Financial Data 22 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations: 23 Summary of Results 25 Financial Outlook 25 Discussion and Analysis of Historical Results 27 Critical Accounting Estimates 44 Commodity Trends 47 Liquidity and Capital Resources 47 Equity and Dividends 48 Off-Balance Sheet Arrangements and Aggregate Contractual Obligations 49 Non-GAAP Financial Measures 50 Item 7A. Quantitative and Qualitative Disclosures about Market Risk 57 Item 8. Financial Statements and Supplementary Data: 59 Report of Independent Registered Public Accounting Firm 59 Consolidated Statements of Earnings for the Years Ended December 31, 2015, 2014 and 2013 60 Consolidated Statements of Comprehensive Earnings for the Years Ended December 31, 2015, 2014 and 2013 61 Consolidated Balance Sheets as of December 31, 2015 and 2014 62 Consolidated Statements of Equity for the Years Ended December 31, 2015, 2014 and 2013 63 Consolidated Statements of Cash Flows for the Years Ended December 31, 2015, 2014 and 2013 64 Notes to Consolidated Financial Statements 65 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 119 Item 9A. Controls and Procedures 119 Item 9B. Other Information 120 Part III – Item 10. Directors, Executive Officers and Corporate Governance 121 Item 11. Executive Compensation 121 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 121 Item 13. Certain Relationships and Related Transactions, and Director Independence 121 Item 14. Principal Accountant Fees and Services 121 Part IV – Item 15. Exhibits and Financial Statement Schedules 122 Signatures 127 Report of Independent Registered Public Accounting Firm on Financial Statement Schedule S-1 Valuation and Qualifying Accounts S-2 In this report, for all periods presented, “we,” “us,” “our,” “the Company” and “Mondelēz International” refer to Mondelēz International, Inc. andsubsidiaries. References to “Common Stock” refer to our Class A Common Stock.Forward-Looking StatementsThis report contains a number of forward-looking statements. Words, and variations of words, such as “will,” “may,” “expect,” “would,” “intend,” “plan,”“believe,” “likely,” “estimate,” “anticipate,” “project,” “potential,” “might,” “outlook” and similar expressions are intended to identify our forward-lookingstatements, including but not limited to statements about: our future performance, including our future revenue growth and margins; our strategy,including our goals to deliver top-tier financial performance and be a great place to work; price volatility and pricing actions; the cost environment andmeasures to address increased costs; our transformation agenda; the costs of, cost savings generated by, timing of expenditures under andcompletion of our restructuring programs; our market-leading positions; snack food consumption trends; growth in our snacks business, PowerBrands, categories and markets; actions to improve our revenue mix; volatility in global markets; commodity prices and supply; economic conditions;currency exchange rates, controls and restrictions; our expansion plans; our operations in Venezuela and Argentina; pension liabilities related to thecoffee business transactions; the significance of the coffee category to our future results; our investment in Keurig, the completion of the transaction,and our ownership interests and governance rights in JDE and Keurig following the transaction; completion of our biscuit operation acquisition; legalmatters; changes in laws and regulations and regulatory compliance; environmental compliance and remediation actions; our properties; theestimated value of goodwill and intangible assets; impairment of goodwill and intangible assets and our projections of operating results and otherfactors that may affect our impairment testing; our accounting estimates and judgments; remediation of the material weakness; pension expenses,contributions and assumptions; employee benefit plan expenses, obligations and assumptions; relationships with employees and representatives;our sustainability initiatives; tax positions; our liquidity, funding sources and uses of funding; reinvestment of earnings; our risk managementprogram, including the use of financial instruments and the effectiveness of our for hedging activities; capital expenditures and funding; sharerepurchases; dividends; compliance with financial and long-term debt covenants; guarantees and our contractual obligations.These forward-looking statements involve risks and uncertainties, many of which are beyond our control. Important factors that could cause actualresults to differ materially from those described in our forward-looking statements include, but are not limited to, risks from operating globallyincluding in emerging markets; changes in currency exchange rates, controls and restrictions; continued volatility of commodity and other inputcosts; weakness in economic conditions; weakness in consumer spending; pricing actions; unanticipated disruptions to our business; competition;acquisitions and divestitures, the restructuring program and our other transformation initiatives not yielding the anticipated benefits; changes in theassumptions on which the restructuring program is based; protection of our reputation and brand image; management of our workforce;consolidation of retail customers and competition with retailer and other economy brands; changes in our relationships with suppliers or customers;legal, regulatory, tax or benefit law changes, claims or actions; strategic transactions; our ability to innovate and differentiate our products; significantchanges in valuation factors that may adversely affect our impairment testing of goodwill and intangible assets; perceived or actual product qualityissues or product recalls; failure to maintain effective internal control over financial reporting; volatility of capital or other markets; pension costs; useof information technology and third party service providers; our ability to protect our intellectual property and intangible assets; a shift in our pre-taxincome among jurisdictions, including the United States; and tax law changes. We disclaim and do not undertake any obligation to update or reviseany forward-looking statement in this report except as required by applicable law or regulation.PART IItem 1. Business.GeneralWe are one of the world’s largest snack companies with global net revenues of $29.6 billion and earnings from continuing operations of $7.3 billion in2015. We manufacture and market delicious snack food and beverage products for consumers in 165 countries around the world. Our portfolioincludes seven billion dollar brands— Nabisco , Oreo and LU biscuits; Cadbury, Cadbury Dairy Milk and Milka chocolates; and Trident gum, as wellas 51 brands that each generated annual revenues of $100 million or more in 2015.We are proud members of the NASDAQ 100 and Standard & Poor’s 500. Our Common Stock trades on The NASDAQ Global Select Market underthe symbol “MDLZ.” We have been incorporated in the Commonwealth of Virginia since 2000. 1We have been recognized for our ongoing economic, environmental and social contributions and this year were listed again on the Dow JonesSustainability Index (“DJSI”) – World and North American Indices. The DJSI selects the top 10% of global companies and top 20% of NorthAmerican companies based on an extensive review of financial and sustainability programs within each industry. We also participate in the CarbonDisclosure Project Climate and Water forums and continue to disclose and work to reduce our carbon and water footprints. We are committed tocontinue this and other related work in the areas of sustainable resources and agriculture, mindful snacking, community partnerships and safety ofour products and people.StrategyWe intend to leverage our core strengths, including our advantaged geographic footprint, market leadership positions and portfolio of iconic brandsand innovation platforms, to achieve two primary goals: deliver top-tier financial performance and be a great place to work. Top-tier financialperformance aims to achieve sustainable top- and bottom-line growth, driven by our transformation agenda, which includes focusing our portfolio,reducing costs and investing for growth. We plan to achieve these goals by executing five long-term strategies: • Unleash the Power of Our People. We believe that our two primary goals of delivering top-tier financial performance and being a greatplace to work are interdependent and that one is not fully achievable without the other. Being a great place to work enables us to recruit,retain and unleash the talents of great people. We remain focused on evolving our ways of working, our standards of leadership and thedevelopment opportunities available to our colleagues. • Transform Snacking . Driving growth is at the forefront of our long-term business strategies. By meeting the needs of consumers throughinnovation of our portfolio of products, we expect to grow and maintain our Power Brands and market-leading positions.Our global Power Brands continue to be a significant competitive advantage. Our Power Brands include global brands such as Oreo, LUand belVita biscuits; Milka , Cadbury Dairy Milk and Lacta chocolate; Halls candy; Trident gum; and Tang powdered beverages. Ourbrands enable us to fulfill consumer needs with a full range of snacking choices. Along with leveraging our global innovation platforms,we offer a full range of snacking choices that address the different needs of our consumers and quickly adapt successful products fromone market to others. For example, in early 2015 we acquired Enjoy Life Foods, which creates allergen-free and better for you snackssuch as Plentils gluten-free chips and Enjoy Life nut-free chocolate and seed & fruit products. We are developing plans to expand thisbusiness within and outside of the North America region.In 2015, we also transformed our business portfolio following the deconsolidation of our coffee businesses. On July 2, 2015, wecombined our global coffee business with D.E Master Blenders 1753 B.V. (“DEMB”) to form Jacobs Douwe Egberts (“JDE”), a newcoffee venture in which we maintain a noncontrolling interest. Following the transactions, our snacks net revenues from biscuits,chocolate, gum and candy were approximately 85% of our 2015 net revenues excluding coffee net revenues. We will continue to have asignificant stake in the coffee category, but holding our interest in the coffee venture as an investment will allow us to focus to a greaterdegree on our snacks portfolio and make operating and sales decisions that will help us to grow the snacks business.To strengthen how we support and leverage our snacks portfolio, we created a Chief Growth Officer role in 2014 to focus on top-linerevenue growth opportunities. Beginning in January 2016, we also have a new Chief Commercial Officer. The Chief Commercial Officeris responsible for the execution of the Company’s commercial plan with oversight over the global sales function and delivery of growthplans by the five regions. This structure will focus us further on pursuing and executing on opportunities through which we can drive themost attractive returns. • Revolutionize Selling. As part of our focus on growth around the world and particularly in emerging markets, we continue to invest heavilyin our routes to market and sales capabilities across key markets, and we have made significant improvements in our marketingeffectiveness and spending. In 2015, we acquired an 80% interest in a biscuit operation in Vietnam that expanded our routes to market inthe Asia Pacific region. In recent years, we have also invested in expanding our brand presence across digital media and have placedincreased focus on e-commerce. Effective spending on advertising and marketing fuels our brands and strengthens our growth strategiesfor the business. 2 • Drive Efficiency to Fuel Growth. We manage our business through a virtuous cycle. To drive sales and earnings growth, we focus first ondelivering high quality products that meet consumer needs. We expand our margins through leveraging lean and simple costmanagement programs within our integrated supply chain and through overhead discipline. We reinvest a portion of these savings topursue additional targeted growth opportunities within our portfolio. • Protect the Well-being of Our Planet. We are committed to growing our business while protecting our planet and its people. We strive toenhance the well-being of the people who enjoy and make our products and to nurture communities where we live, work and grow theingredients that go into our products. To accomplish these objectives, we focus on delivering safe, high-quality foods and maintaining asafe work environment for our employees. We work to protect resources, focusing on where we can have the greatest impact. We alsomake food that fits the way people eat today and provides balanced snacking choices.Our “Call For Well-Being” initiative focuses on four areas that we believe will have the greatest impact: sustainability, mindful snacking,safety and community partnerships. In each of these areas, we set clear goals and metrics. In 2015, we announced our “Sustainability2020” goals, including reducing absolute carbon dioxide emissions; reducing deforestation within our agricultural supply chain; focusingwater-reduction efforts in high-priority locations; reducing packaging material; and reducing total manufacturing waste.Reportable SegmentsOur operations and management structure are organized into five reportable operating segments: • Latin America • Asia Pacific • Eastern Europe, Middle East and Africa (“EEMEA”) • Europe • North AmericaWe manage our operations by region to leverage regional operating scale, manage different and changing business environments more effectivelyand pursue growth opportunities as they arise in our key markets. Our regional management teams have responsibility for the business, productcategories and financial results in the regions.Historically, we have recorded income from equity method investments within our operating income as these investments operated as extensions ofour base business. Beginning in the third quarter of 2015, to align with the accounting for our deconsolidated coffee business and related investmentin JDE, we began to record the earnings from our equity method investments in after-tax equity method investment earnings outside of segmentoperating income. For the six months ended December 31, 2015, after-tax equity method investment net earnings were less than $1 million on acombined basis. Earnings from equity method investments through July 2, 2015 recorded within segment operating income were $49 million in AsiaPacific, $3 million in EEMEA and $4 million in North America. For the year ended December 31, 2014 these earnings were $98 million in AsiaPacific, $6 million in EEMEA and $9 million in North America. For the year ended December 31, 2013 these earnings were $99 million in AsiaPacific, $7 million in EEMEA and $1 million in North America. See Note 1, Summary of Significant Accounting Policies – Principles of Consolidation ,for additional information.In 2015, we also began to report stock-based compensation for our corporate employees, which was previously reported within our North Americaregion, within general corporate expenses. We reclassified $32 million of corporate stock-based compensation expense out of the North Americasegment in 2015.Our segment net revenues for each of the last three years were: For the Years Ended December 31, 2015 2014 2013 (in millions) Net revenues: Latin America $4,988 $5,153 $5,382 Asia Pacific 4,360 4,605 4,952 EEMEA 2,786 3,638 3,915 Europe 10,528 13,912 14,059 North America 6,974 6,936 6,991 $29,636 $34,244 $35,299 3Currency, the deconsolidation of our global coffee business and other items significantly affect the comparability of our consolidated and segmentoperating results from year to year. Please see Management’s Discussion and Analysis of Financial Condition and Results of Operations for areview of our operating results.Our brands span five product categories: • Biscuits (including cookies, crackers and salted snacks) • Chocolate • Gum & candy • Beverages (including coffee through July 2, 2015 and powdered beverages) • Cheese & groceryDuring 2015, our segments contributed to our net revenues in these product categories as follows: Percentage of 2015 Net Revenues by Product Category Gum & Cheese & Segment Biscuits Chocolate Candy Beverages (1) Grocery Total Latin America 5.4% 2.8% 3.7% 2.6% 2.3% 16.8% Asia Pacific 4.3% 4.9% 2.4% 1.4% 1.8% 14.8% EEMEA 1.8% 3.1% 1.8% 1.8% 0.9% 9.4% Europe 8.2% 15.6% 2.6% 5.2% 3.9% 35.5% North America 18.8% 0.8% 3.9% – – 23.5% 38.5% 27.2% 14.4% 11.0% 8.9% 100.0% (1)On July 2, 2015, as part of the JDE coffee transactions, we deconsolidated our global coffee businesses primarily from our Europe, EEMEA and Asia Pacificsegment beverage categories. Our 2015 net revenues reflect our coffee business through July 2, 2015. Refer to Note 2, Divestitures and Acquisitions – CoffeeBusiness Transactions , for more information.Within our product categories, the classes of products that contributed 10% or more to consolidated net revenues were: For the Years Ended December 31, 2015 2014 (1) 2013 (1) Biscuits - Cookies and crackers 34% 30% 29% Chocolate - Tablets, bars and other 27% 28% 27% Beverages - Coffee 6% 11% 11% (1)During 2014, we realigned some of our products across product categories and as such, we reclassified the product category net revenues on a basisconsistent with the 2015 presentation.We use segment operating income to evaluate segment performance and allocate resources. We believe it is appropriate to disclose this measure tohelp investors analyze segment performance and trends. For a definition and reconciliation of segment operating income to consolidated pre-taxearnings as well as other information on our segments, see Note 17, Segment Reporting .Our segment operating income for each of the last three years was: For the Years Ended December 31, 2015 2014 2013 (in millions) Segment operating income: Latin America $485 $475 $570 Asia Pacific 268 385 512 EEMEA 194 327 379 Europe 1,277 1,770 1,699 North America 1,105 922 889 $3,329 $3,879 $4,049 4During the last three fiscal years, our segments contributed to segment operating income as reflected below. For the Years Ended December 31, 2015 2014 2013 Segment operating income: Latin America 14.6% 12.3% 14.1% Asia Pacific 8.0% 9.9% 12.6% EEMEA 5.8% 8.4% 9.4% Europe 38.4% 45.6% 42.0% North America 33.2% 23.8% 21.9% 100.0% 100.0% 100.0% Significant Divestitures and AcquisitionsFor information on our significant divestitures and acquisitions, please refer to Note 2, Divestitures and Acquisitions, and specifically, in connectionwith our global coffee business deconsolidation, see our discussion under Coffee Business Transactions .CustomersNo single customer accounted for 10% or more of our net revenues from continuing operations in 2015. Our five largest customers accounted for17% and our ten largest customers accounted for 24% of net revenues from continuing operations in 2015.SeasonalityDemand for our products is generally balanced over the first three quarters of the year and increases in the fourth quarter primarily because ofholidays and other seasonal events.CompetitionWe face competition in all aspects of our business. Competitors include large multi-national as well as numerous local and regional companies.Some competitors have different profit objectives than we do and therefore approach pricing and promotional decisions differently. We competebased on product quality, brand recognition and loyalty, service, product innovation, taste, convenience, the ability to identify and satisfy consumerpreferences, effectiveness of sales and marketing, routes to market and distribution networks, promotional activity and price. Improving our marketposition or introducing a new product requires substantial research, development, advertising and promotional expenditures. We believe theseinvestments lead to better products for the consumer and support our growth and market position.Distribution and MarketingAcross our segments, we generally sell our products to supermarket chains, wholesalers, supercenters, club stores, mass merchandisers,distributors, convenience stores, gasoline stations, drug stores, value stores and other retail food outlets. We distribute our products through directstore delivery, company-owned and satellite warehouses, distribution centers and other facilities. We also use the services of independent salesoffices and agents in some of our international locations.We also sell our products on a growing number of e-commerce platforms as consumer consumption patterns change (reflecting greater consumertime compression and technology use) and retail increasingly expands online. Within our digital and social marketing, we also create opportunitiesfor consumers to easily find and buy our products online. We have built relationships with several retailers to develop customized programs that fittheir and our formats and provide consumers additional personalized offerings from our snacks portfolio.We conduct marketing efforts through three principal sets of activities: (i) consumer marketing and advertising including on-air, print, outdoor, digitaland social media and other product promotions; (ii) consumer sales incentives such as coupons and rebates; and (iii) trade promotions to supportprice features, displays and other merchandising of our products by our customers. 5Raw Materials and PackagingWe purchase and use large quantities of commodities, including cocoa, dairy, wheat, corn products, soybean and vegetable oils, sugar and othersweeteners and nuts. In addition, we purchase and use significant quantities of packaging materials to package our products and natural gas, fuelsand electricity for our factories and warehouses. We regularly monitor worldwide supply, cost and currency trends related to these commodities sowe can cost-effectively secure ingredients, packaging and energy sources required for production.A number of external factors such as weather conditions, commodity market conditions, currency fluctuations and governmental agriculturalprograms affect the cost and availability of raw materials and agricultural materials used in our products. We use hedging techniques to limit theimpact of fluctuations in the cost of our principal raw materials. However, we cannot fully hedge against changes in commodity costs, and ourhedging strategies may not protect us from increases in specific raw material costs.While the costs of our principal raw materials fluctuate, we believe there will continue to be an adequate supply of the raw materials we use and thatthey will generally remain available from numerous sources. For additional information on our commodity costs, refer to the Commodity Trendssection within Management’s Discussion and Analysis of Financial Condition and Results of Operations .Intellectual PropertyOur intellectual property rights (including trademarks, patents, copyrights, registered designs, proprietary trade secrets, technology and know-how)are material to our business.We own numerous trademarks and patents in many countries around the world. Depending on the country, trademarks remain valid for as long asthey are in use or their registration status is maintained. Trademark registrations generally are for renewable, fixed terms. We also have patents for anumber of current and potential products. Our patents cover inventions ranging from basic packaging techniques to processes relating to specificproducts and to the products themselves. Our issued patents extend for varying periods according to the date of patent application filing or grant andthe legal term of patents in the various countries where patent protection is obtained. The actual protection afforded by a patent, which can vary fromcountry to country, depends upon the type of patent, the scope of its coverage as determined by the patent office or courts in the country, and theavailability of legal remedies in the country. While our patent portfolio is material to our business, the loss of one patent or a group of related patentswould not have a material adverse effect on our business.From time to time, we grant third parties licenses to use one or more of our trademarks in connection with the manufacture, sale or distribution ofthird party products. Similarly, we sell some products under brands we license from third parties. In our agreement with Kraft Foods Group, Inc.(“Kraft Foods Group”; which is now part of The Kraft Heinz Company), we each granted the other party various licenses to use certain of our andtheir respective intellectual property rights in named jurisdictions following the spin-off of our North American grocery business.Research and DevelopmentWe pursue four objectives in research and development: product safety and quality, growth through new products, superior consumer satisfactionand reduced costs. Our innovation efforts focus on anticipating consumer demands and adapting quickly to changing market trends. Wellnessproducts and healthy snacking are a significant focus of our current research and development initiatives. These initiatives aim to accelerate ourgrowth and margins by addressing consumer needs and market trends and leveraging our global innovation platforms, Power Brands andbreakthrough technologies.At December 31, 2015, we had approximately 2,450 scientists and engineers, of which approximately 1,900 are primarily focused on research anddevelopment and the remainder are primarily focused on quality assurance and regulatory affairs. Our major technology centers are located in: EastHanover, New Jersey; Whippany, New Jersey; Bournville, United Kingdom; Curitiba, Brazil; Paris, France; Melbourne, Australia; Mexico City,Mexico; Munich, Germany; Reading, United Kingdom; Thane, India; and Suzhou, China. Our research and development expense was $409 millionin 2015, $455 million in 2014 and $471 million in 2013. Our total research and development expense was lower in 2015 primarily due to thedeconsolidation of our global coffee business, currency and cost optimization initiatives. 6RegulationOur food products and ingredients are subject to local, national and multi-national regulations related to labeling, packaging, pricing, marketing andadvertising, privacy and related areas. In addition, various jurisdictions regulate our operations by licensing and inspecting our manufacturing plantsand facilities, enforcing standards for selected food products, grading food products, and regulating trade practices related to the sale and pricing ofour food products. Many of the food commodities we use in our operations are subject to government agricultural policy and intervention. Thesepolicies have substantial effects on prices and supplies and are subject to periodic governmental and administrative review.Examples of laws and regulations that affect our business include selective food taxes, nutritional labeling requirements and marketing restrictions inmarkets such as Europe and Latin America; Russian sanctions on the sourcing of raw materials from the European Union and potential labelingdisclosure requirements for genetically modified ingredients in the United States. We will continue to monitor developments in laws and regulations.At this time, we do not expect the cost of complying with new laws and regulations will be material. Also refer to Note 1, Summary of SignificantAccounting Policies—Currency Translation and Highly Inflationary Accounting , for additional information on government regulations and currency-related impacts on our operations in Argentina, Russia and other countries.Environmental RegulationThroughout the countries in which we do business, we are subject to local, national and multi-national environmental laws and regulations relating tothe protection of the environment. We have programs across our business units designed to meet applicable environmental compliancerequirements. In the United States, the laws and regulations include the Clean Air Act, the Clean Water Act, the Resource Conservation andRecovery Act and the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”). CERCLA imposes joint and severalliability on each potentially responsible party. As of December 31, 2015, we had resolved the one active proceeding in the United States under astate equivalent of CERCLA related to our current operations. As of December 31, 2015, we accrued an immaterial amount for the remainingpayments related to this resolution. Based on information currently available, we believe that our compliance with environmental laws andregulations will not have a material effect on our financial results.EmployeesWe employed approximately 99,000 people worldwide at December 31, 2015 and approximately 104,000 at December 31, 2014. Approximately5,000 employees transferred to JDE in connection with the global coffee business transactions, and we also added approximately 6,000 employeesdue to acquisitions in 2015. Employees represented by labor unions or workers’ councils represent approximately 65% of our 87,000 employeesoutside the United States and approximately 30% of our 12,000 U.S. employees. Our business units are subject to various local, national and multi-national laws and regulations relating to their relationships with their employees. In accordance with European Union requirements, we also haveestablished a European Workers Council composed of management and elected members of our workforce. We believe we generally have goodrelationships with our employees and their representative organizations.Foreign OperationsWe generated 78.7% of our 2015 net revenues, 82.1% of our 2014 net revenues and 83.1% of our 2013 net revenues from continuing operationsoutside the United States. We sell our products to consumers in 165 countries. At December 31, 2015, we had operations in more than 80 countriesand made our products at 156 manufacturing and processing facilities in 57 countries. Refer to Note 17, Segment Reporting, for additionalinformation on our U.S. and non-U.S. operations. Refer to Item 2, Properties , for more information on our manufacturing and other facilities. Also, fora discussion of risks related to our operations outside the United States, see “Risk Factors” in Item 1A. 7Executive Officers of the RegistrantThe following are our executive officers as of February 19, 2016: Name Age TitleIrene B. Rosenfeld 62 Chairman and Chief Executive OfficerBrian T. Gladden 50 Executive Vice President and Chief Financial OfficerGustavo H. Abelenda 55 Executive Vice President and President, Latin AmericaMaurizio Brusadelli 47 Executive Vice President and President, Asia PacificMark A. Clouse 47 Executive Vice President and Chief Commercial OfficerTimothy P. Cofer 47 Executive Vice President and Chief Growth OfficerRoberto de Oliveira Marques 50 Executive Vice President and President, North AmericaRobin S. Hargrove 50 Executive Vice President, Research, Development and QualityLawrence MacDougall 59 Executive Vice President and President, EEMEAKaren J. May 57 Executive Vice President, Human ResourcesDaniel P. Myers 60 Executive Vice President, Integrated Supply ChainGerhard W. Pleuhs 59 Executive Vice President and General CounselHubert Weber 53 Executive Vice President and President, EuropeMs. Rosenfeld became Chief Executive Officer and Director in June 2006 and became Chairman of the Board in March 2007. Prior to that, sheserved as Chairman and Chief Executive Officer of Frito-Lay, a division of PepsiCo, Inc., a food and beverage company, from September 2004 toJune 2006. Ms. Rosenfeld was employed continuously by Mondelēz International and its predecessor, General Foods Corporation, in variouscapacities from 1981 until 2003, including President of Kraft Foods North America and President of Operations, Technology, Information Systemsand Kraft Foods, Canada, Mexico and Puerto Rico.Mr. Gladden became Executive Vice President and Chief Financial Officer in December 2014. He joined Mondelēz International in October 2014.Prior to that, he served as Senior Vice President and Chief Financial Officer of Dell Inc., a provider of technology products and services, from June2008 until February 2014, and as President and Chief Executive Officer of SABIC Innovative Plastics, a manufacturer of industrial plastics, fromAugust 2007 to May 2008. Mr. Gladden spent 19 years at the General Electric Company, a multinational conglomerate, in a variety of key leadershippositions, including Vice President and General Manager, Resin Business and Chief Financial Officer, GE Plastics.Mr. Abelenda became Executive Vice President and President, Latin America in January 2013. Prior to that, he served as Group Vice President andPresident, Latin America from August 2003 to December 2012, Vice President and Managing Director, Brazil from October 2000 to August 2003,Food Vice President, Mercosur Area from April 1998 to October 2000 and General Manager, Brazilian Beverages and Sugar Confectionery Businessfrom February 1997 to April 1998. Mr. Abelenda joined Mondelēz International in 1984.Mr. Brusadelli became Executive Vice President and President, Asia Pacific in January 2016. He previously served as President Biscuits Business,South East Asia, Japan and Sales Asia Pacific from September 2015 to December 2015, President Markets and Sales Asia Pacific from September2014 to September 2015, President United Kingdom and Ireland from September 2012 to August 2014 and President Gum & Candy Europe fromDecember 2010 until August 2012. Prior to that, Mr. Brusadelli held various positions of increasing responsibility around the world. Mr. Brusadellijoined Mondelēz International in 1993.Mr. Clouse became Executive Vice President and Chief Commercial Officer in January 2016. He previously served as Executive Vice President andChief Growth Officer from July 2014 until December 2015 and Executive Vice President and President, North America from October 2012 to March2015. He was President of the Snacks and Confectionery business in North America from June 2011 to October 2012, Senior Vice President of theBiscuits Global Category Team from October 2010 to June 2011, Managing Director of Kraft Foods Brazil from January 2008 to September 2010and President of Kraft Foods Greater China from January 2006 to January 2008. Prior to that, Mr. Clouse held various positions of increasingresponsibility around the world. Before joining Mondelēz International in 1996, Mr. Clouse served in the United States Army for seven years,obtaining the rank of Captain. 8Mr. Cofer became Executive Vice President and Chief Growth Officer in January 2016. Prior to that, he served as Executive Vice President andPresident, Asia Pacific and EEMEA from September 2013 until December 2015, Executive Vice President and President, Europe from August 2011until September 2013, Senior Vice President, Global Chocolate Category from June 2010 to August 2011, Senior Vice President, Strategy andIntegration from January 2010 to June 2010, President of Pizza from January 2008 to January 2010, Senior Vice President and General Manager ofOscar Mayer from January 2007 to January 2008 and Vice President and General Manager of EU Chocolate from June 2003 to January 2007.Mr. Cofer joined Mondelēz International in 1992.Mr. de Oliveira Marques became Executive Vice President and President, North America in March 2015. Prior to joining Mondelēz International,Mr. de Oliveira Marques worked at Johnson & Johnson, a global manufacturer of human health and well-being related products, for 27 years in avariety of leadership positions, most recently as Company Group Chairman, Consumer North America from January 2011 to February 2015 and asCompany Group Chairman, Consumer Health Care, Global Design Unit from April 2007 to December 2010.Mr. Hargrove became Executive Vice President, Research, Development & Quality in April 2015. Prior to that, he served as Senior Vice President,Research, Development & Quality for Mondelēz Europe from January 2013 to March 2015. Before joining Mondelēz International, Mr. Hargroveworked at PepsiCo, Inc., a global food and beverage company, for 19 years in a variety of leadership positions, most recently as Senior VicePresident, Research and Development, Europe from December 2006 to December 2012.Mr. MacDougall became Executive Vice President and President, EEMEA in July 2014. Prior to that, he served as President, EEMEA fromNovember 2012 to July 2014 and as President, Middle East and Africa from March 2010 to October 2012. Prior to its acquisition by MondelēzInternational, Mr. MacDougall was continuously employed by Cadbury Pty Ltd, a confectionery company, for 28 years in various leadershippositions, most recently serving as President, Middle East and Africa from February 2007 to February 2010.Ms. May became Executive Vice President, Human Resources in October 2005. Prior to that, she was Corporate Vice President, Human Resourcesfor Baxter International Inc., a healthcare company, from February 2001 to September 2005.Mr. Myers became Executive Vice President, Integrated Supply Chain in September 2011. Prior to that, he worked for Procter & Gamble, aconsumer products company, for 33 years in a variety of leadership positions, most recently serving as Vice President, Product Supply for P&G’sGlobal Hair Care business from September 2007 to August 2011.Mr. Pleuhs became Executive Vice President and General Counsel in April 2012. In this role, Mr. Pleuhs oversees the legal, compliance, security,corporate and governance affairs functions within Mondelēz International. Previously, Mr. Pleuhs served as Senior Vice President & Deputy GeneralCounsel, Business Units from November 2007 to March 2012 and Senior Vice President and Deputy General Counsel, International for Kraft FoodsGlobal, Inc. from July 2004 to November 2007. Before joining Mondelēz International in 1990, Mr. Pleuhs held a number of senior positions withinthe German Law Department of Jacobs Kaffee Deutschland GmbH, an international beverage and confectionery company, prior to and after itsacquisition by Altria Group, the former parent company of Mondelēz International. Mr. Pleuhs has a law degree from the University of Kiel, Germanyand is licensed to practice law in Germany.Mr. Weber became Executive Vice President and President Europe in September 2013. Prior to that, he served as President of the European andGlobal Coffee category from September 2010 until September 2013, President of the DACH region (Germany, Austria and Switzerland) fromFebruary 2009 to August 2010, Managing Director, Spain from August 2007 to January 2009, Vice President of Global Tassimo Venture Team fromJuly 2004 to July 2007 and Senior Director, International Sales, Kraft Foods International from January 2000 to June 2004. Mr. Weber joinedMondelēz International in 1988. 9Ethics and GovernanceWe adopted the Mondelēz International Code of Conduct, which qualifies as a code of ethics under Item 406 of Regulation S-K. The code applies toall of our employees, including our principal executive officer, principal financial officer, principal accounting officer or controller, and personsperforming similar functions. Our code of ethics is available free of charge on our web site at www.mondelezinternational.com and will be providedfree of charge to any shareholder submitting a written request to: Corporate Secretary, Mondelēz International, Inc., Three Parkway North, Deerfield,IL 60015. We will disclose any waiver we grant to an executive officer or director under our code of ethics, or certain amendments to the code ofethics, on our web site at www.mondelezinternational.com .In addition, we adopted Corporate Governance Guidelines, charters for each of the Board’s four standing committees and the Code of BusinessConduct and Ethics for Non-Employee Directors. All of these materials are available on our web site at www.mondelezinternational.com and will beprovided free of charge to any shareholder requesting a copy by writing to: Corporate Secretary, Mondelēz International, Inc., Three Parkway North,Deerfield, IL 60015.Available InformationOur Internet address is www.mondelezinternational.com . Our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports onForm 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, asamended (the “Exchange Act”), are available free of charge as soon as possible after we electronically file them with, or furnish them to, the U.S.Securities and Exchange Commission (the “SEC”). You can access our filings with the SEC by visiting www.mondelezinternational.com . Theinformation on our web site is not, and shall not be deemed to be, a part of this Annual Report on Form 10-K or incorporated into any other filings wemake with the SEC.Item 1A. Risk Factors.You should read the following risk factors carefully when evaluating our business and the forward-looking information contained in this AnnualReport on Form 10-K. Any of the following risks could materially and adversely affect our business, operating results, financial condition and theactual outcome of matters described in this Annual Report on Form 10-K. While we believe we have identified and discussed below the key riskfactors affecting our business, there may be additional risks and uncertainties that we do not presently know or that we do not currently believe to besignificant that may adversely affect our business, performance or financial condition in the future.We operate in a highly competitive industry.The food and snacking industry is highly competitive. Our principal competitors include major international food, snack and beverage companiesthat, like us, operate in multiple geographic areas as well as numerous local and regional companies. We compete based on product quality, brandrecognition and loyalty, service, product innovation, taste, convenience, the ability to identify and satisfy consumer preferences, effectiveness ofsales and marketing, routes to market and distribution networks, promotional activity and price. If we do not effectively respond to challenges fromour competitors, our business could be adversely affected.Competitor and customer pressures may require that we reduce our prices. These pressures may also restrict our ability to increase prices inresponse to commodity and other cost increases. Failure to effectively assess, change and set proper pricing may negatively impact theachievement of our strategic and financial goals. The emergence of new distribution channels, such as Internet sales directly to consumers, mayaffect customer and consumer preferences, cost structures or margins, and we might not achieve our goal of developing and building an industry-leading e-commerce snacks business on our planned timeframe. We may also need to increase or reallocate spending on marketing, advertisingand new product innovation to protect or increase market share. These expenditures might not result in trade and consumer acceptance of ourefforts. If we reduce prices or our costs increase but we cannot increase sales volumes to offset those changes, then our financial condition andresults of operations will suffer.In addition, companies in our industry are under increasing pressure to improve the efficiency of their overall cost structures. We have announced atransformation agenda with the goals of focusing our portfolio, improving our cost structure and operating model, and accelerating our growth. If wedo not achieve these objectives and do so in a way that minimizes disruptions to our business, our financial condition and results of operations couldbe materially and adversely affected. 10Maintaining, extending and expanding our reputation and brand image is essential to our business success.Our success depends on our ability to maintain brand image for our existing products, extend our brands into new geographies and to newdistribution platforms, including online, and expand our brand image with new product offerings.We seek to maintain, extend and expand our brand image through marketing investments, including advertising and consumer promotions, andproduct innovation. Continuing global focus on health and wellness, including weight management, and increasing attention from the media,shareholders, consumers, activists and other stakeholders on the role of food marketing could adversely affect our brand image. Undue caution onour part in addressing these challenges could weaken our competitive position. Such pressures could also lead to stricter regulations and increasedfocus on food and snacking marketing practices. Increased legal or regulatory restrictions on our advertising, consumer promotions and marketing,or our response to those restrictions, could limit our efforts to maintain, extend and expand our brands. Moreover, adverse publicity about regulatoryor legal action against us, product quality and safety, or environmental and human rights risks in our supply chain could damage our reputation andbrand image, undermine our customers’ confidence and reduce demand for our products, even if the regulatory or legal action is unfounded or thesematters are immaterial to our operations.In addition, our success in maintaining, extending and expanding our brand image depends on our ability to adapt to a rapidly changing marketingand media environment, including our increasing reliance on social media and online dissemination of marketing and advertising campaigns. We aresubject to a variety of legal and regulatory restrictions on how and to whom we market our products. These restrictions may limit our ability tomaintain, extend and expand our brand image, particularly as social media and the communications environment continue to evolve. Negative postsor comments about us on social networking web sites (whether factual or not) or security breaches related to use of our social media and failure torespond effectively to these posts, comments or activities could seriously damage our reputation and brand image across the various regions inwhich we operate. In addition, we might fail to invest sufficiently in maintaining, extending and expanding our brand image. As a result, we might berequired to recognize impairment charges on our intangible assets or goodwill. If we do not successfully maintain, extend and expand our reputationand brand image, then our brands, product sales, financial condition and results of operations could be materially and adversely affected.We are subject to risks from operating globally.We are a global company and generated 78.7% of our 2015 net revenues, 82.1% of our 2014 net revenues and 83.1% of our 2013 net revenuesoutside the United States. We manufacture and market our products in 165 countries and have operations in more than 80 countries. Therefore, weare subject to risks inherent in global operations. Those risks include: • compliance with U.S. laws affecting operations outside of the United States, including anti-bribery laws such as the Foreign CorruptPractices Act (“FCPA”); • compliance with antitrust and competition laws, data privacy laws, and a variety of other local, national and multi-national regulations andlaws in multiple regimes; • changes in tax laws, interpretation of tax laws and tax audit outcomes; • currency devaluations or fluctuations in currency values, including in developing markets such as Argentina, Brazil, China, Russia,Turkey and Ukraine as well as in developed markets such as countries within the European Union; • changes in capital controls, including currency exchange controls, government currency policies or other limits on our ability to importraw materials or finished product into various countries or repatriate cash from outside the United States; • discriminatory or conflicting fiscal policies; • increased sovereign risk, such as default by or deterioration in the economies and credit ratings of governments, particularly in our LatinAmerica and EEMEA regions; • changes in local regulations and laws, the uncertainty of enforcement of remedies in foreign jurisdictions, and foreign ownershiprestrictions and the potential for nationalization or expropriation of property or other resources; • varying abilities to enforce intellectual property and contractual rights; • greater risk of uncollectible accounts and longer collection cycles; • design, implementation and use of effective control environment processes across our diverse operations and employee base; and • the imposition of increased or new tariffs, quotas, trade barriers or similar restrictions on our sales or regulations, taxes or policies thatmight negatively affect our sales. 11In addition, political and economic changes or volatility, geopolitical regional conflicts, terrorist activity, political unrest, civil strife, acts of war, publiccorruption, expropriation and other economic or political uncertainties could interrupt and negatively affect our business operations or customerdemand. The slowdown in economic growth or high unemployment in some emerging markets could constrain consumer spending, and decliningconsumer purchasing power could adversely impact our profitability. Continued instability in the banking and governmental sectors of certaincountries or the dynamics associated with the federal and state debt and budget challenges in the United States could adversely affect us. All ofthese factors could result in increased costs or decreased revenues, and could materially and adversely affect our product sales, financial conditionand results of operations.Our operations in certain emerging markets expose us to political, economic and regulatory risks.Our growth strategy depends in part on our ability to expand our operations in emerging markets, including Brazil, China, India, Mexico, Russia,Argentina, Ukraine, the Middle East, Africa and Southeast Asia. However, some emerging markets have greater political, economic and currencyvolatility and greater vulnerability to infrastructure and labor disruptions than more established markets. In many countries, particularly those withemerging economies, it may be common for others to engage in business practices prohibited by laws and regulations with extraterritorial reach,such as the FCPA and the U.K. Bribery Act, or local anti-bribery laws. These laws generally prohibit companies and their employees, contractors oragents from making improper payments to government officials, including in connection with obtaining permits or engaging in other actionsnecessary to do business. Failure to comply with these laws could subject us to civil and criminal penalties that could materially and adversely affectour reputation, financial condition and results of operations.In addition, competition in emerging markets is increasing as our competitors grow their global operations and low cost local manufacturers expandand improve their production capacities. Our success in emerging markets is critical to our growth strategy. If we cannot successfully increase ourbusiness in emerging markets and manage associated political, economic and regulatory risks, our product sales, financial condition and results ofoperations could be adversely affected, such as the current year impact of deconsolidating and changing to the cost method of accounting for ourVenezuelan operations as discussed in this Form 10-K or any potential impact on our business in Venezuela from future economic or politicaldevelopments.Unanticipated business disruptions could adversely affect our ability to provide our products to our customers.We manufacture and source products and materials on a global scale. We have a complex network of suppliers and materials needs, ownedmanufacturing locations, co-manufacturing locations, distribution networks and information systems that support our ability to provide our products toour customers consistently. Factors that are hard to predict or beyond our control, like weather, natural disasters, supply and commodity shortages,fire, explosions, terrorism, political unrest, generalized labor unrest or health pandemics could damage or disrupt our operations or our suppliers’ orco-manufacturers’ operations. If we do not effectively respond to disruptions in our operations, for example, by finding alternative suppliers orreplacing capacity at key manufacturing or distribution locations, or cannot quickly repair damage to our information, production or supply systems,we may be late in delivering or unable to deliver products to our customers. If that occurs, we may lose our customers’ confidence, and long-termconsumer demand for our products could decline. In addition, we might not have the functions, processes or organizational capability necessary toachieve on our anticipated timeframes our strategic ambition to reconfigure our supply chain and drive efficiencies to fuel growth. Further, changesto regulatory restrictions within the markets in which we operate may impact our ability to supply multiple markets with a streamlined manufacturingfootprint. These events could materially and adversely affect our product sales, financial condition and results of operations.We are subject to currency exchange rate fluctuations.At December 31, 2015, we sold our products in 165 countries and had operations in more than 80 countries. A significant portion of our business isexposed to currency exchange rate fluctuations. Our financial results and capital ratios are sensitive to movements in currency exchange ratesbecause a large portion of our assets, liabilities, revenue and expenses must be translated into U.S. dollars for reporting purposes or converted intoU.S. dollars to service obligations such as our U.S. dollar-denominated indebtedness and dividends. In addition, movements in currency exchangerates can affect transaction costs because we source product ingredients from various countries. We seek to mitigate our exposure to exchange ratefluctuations, primarily on cross-currency transactions, but our efforts may not be successful. Accordingly, changes in the currency exchange ratesthat we use to translate our results into U.S. dollars for financial reporting purposes or for transactions involving multiple currencies could materiallyand adversely affect our financial condition and results of operations. 12Commodity and other input prices are volatile and may increase or decrease significantly or availability of commodities may becomeconstrained.We purchase and use large quantities of commodities, including cocoa, dairy, wheat, corn products, soybean and vegetable oils, sugar and othersweeteners, and nuts. In addition, we purchase and use significant quantities of packaging materials to package our products and natural gas, fuelsand electricity for our factories and warehouses. Prices for these raw materials, other supplies and energy are volatile and can fluctuate due toconditions that are difficult to predict. These conditions include global competition for resources, currency fluctuations, political conditions, severeweather, the potential longer-term consequences of climate change on agricultural productivity, crop disease or pests, water risk, health pandemics,consumer or industrial demand, and changes in governmental trade, alternative energy and agricultural programs. Many of the commodities wepurchase are grown by smallholder farmers, who might lack the capacity to invest to increase productivity or adapt to changing conditions. Althoughwe monitor our exposure to commodity prices and hedge against input price increases, we cannot fully hedge against changes in commodity costs,and our hedging strategies may not protect us from increases in specific raw material costs. Continued volatility in the prices of commodities andother supplies we purchase could increase or decrease the costs of our products, and our profitability could suffer as a result. Moreover, increases inthe price of our products, including increases to cover higher input costs may result in lower sales volumes, while decreases in input costs couldrequire us to lower our prices and thereby affect our revenues, profits or margins. Likewise, constraints in the supply of key commodities may limitour ability to grow our net revenues and earnings. If our mitigation activities are not effective, if we are unable to price to cover increased costs ormust reduce our prices, or if we are limited by supply constraints, our financial condition and results of operations could be materially adverselyaffected.Changes in and inconsistencies among laws and regulations in many countries in which we operate could increase our costs.Our activities throughout the world are highly regulated and subject to government oversight. Various laws and regulations govern food production,storage, distribution, sales, advertising and marketing, as well as licensing, trade, labor, tax and environmental matters, and health and safetypractices. Government authorities regularly change laws and regulations and their interpretations. Our compliance with new or revised laws andregulations or the interpretation and application of existing laws and regulations could materially and adversely affect our product sales, financialcondition and results of operations.We may be unable to hire or retain and develop key personnel or a highly skilled and diverse global workforce or manage changes in ourworkforce.We must hire, retain and develop effective leaders and a highly skilled and diverse global workforce. We compete to hire new personnel in the manycountries in which we manufacture and market our products and then to develop and retain their skills and competencies. Unplanned turnover orfailure to develop adequate succession plans for leadership positions or hire and retain a diverse global workforce with the skills and in the locationswe need to operate and grow our business could deplete our institutional knowledge base and erode our competitiveness.We also face increased personnel-related risks in connection with implementing the changes in our transformation agenda related to our operatingmodel and business processes, including building a global shared services capability. These risks could lead to operational challenges, includingincreased competition for employees with the skills we require to achieve our business goals, higher employee turnover, including of employees withkey capabilities, and challenges in developing the capabilities necessary to build a shared services function and transform our business processes.Furthermore, we might be unable to manage changes in, or that affect, our workforce appropriately or satisfy the legal requirements associated withhow we manage and compensate our employees. This includes our management of employees represented by labor unions or workers’ councils,who represent approximately 65% of our 87,000 employees outside the United States and approximately 30% of our 12,000 U.S. employees.These risks could materially and adversely affect our reputation, ability to meet the needs of our customers, product sales, financial condition andresults of operations. 13We must address risks related to consolidation of retail customers and leverage our value proposition in order to compete against retailerand other economy brands.Retail customers, such as supermarkets, warehouse clubs and food distributors in the European Union, the United States and our other majormarkets, continue to consolidate or form buying alliances, resulting in fewer but larger customers with whom we can conduct business. Larger, moresophisticated retail customers and alliances among customers can resist price increases, delist or reduce the shelf space allotted to our products,and demand lower pricing, increased promotional programs, longer payment terms or specifically tailored products. Retail customers might alsoadopt these tactics in their dealings with us in response to the significant growth in online retailing for consumer products, which is outpacing thegrowth of traditional retail channels. In addition, larger retail customers have the scale to develop supply chains that permit them to operate withreduced inventories or to develop and market their own retailer and other economy brands that compete with some of our products. Our productsmust provide higher quality or value to our consumers than the less expensive alternatives, particularly during periods of economic uncertainty.Consumers may not buy our products if consumers perceive the difference in the quality or value between our products and the retailer or othereconomy brands has narrowed. If consumers switch to purchasing or otherwise prefer the retailer or other economy brands, then we could losemarket share or sales volumes or need to shift our product mix to lower margin offerings.Retail consolidation also increases the risk that adverse changes in our customers’ business operations or financial performance will have acorresponding material adverse effect on us. For example, if our customers cannot access sufficient funds or financing, then they may delay,decrease or cancel purchases of our products, or delay or fail to pay us for previous purchases.If we do not effectively respond to retail consolidation, increasing retail power and competition from retailer and other economy brands, ourreputation, brands, product sales, financial condition and results of operations could be materially and adversely affected.We are subject to and may fail to manage changes in our relationships with significant customers or suppliers.During 2015, our five largest customers accounted for 17.0% of our net revenues. There can be no assurance that our customers will continue topurchase our products in the same mix or quantities or on the same terms as in the past, particularly as increasingly powerful retailers continue todemand lower pricing and develop their own brands. The loss of or disruptions related to significant customers, such as the disruptions weexperienced in 2014 with customers in France, could result in a material reduction in sales or change in the mix of products we sell to a significantcustomer. This could materially and adversely affect our product sales, financial condition and results of operations.Additionally, disputes with significant suppliers, including those related to pricing or performance, could adversely affect our ability to supply productsto our customers or operate our business and could materially and adversely affect our product sales, financial condition and results of operations.We may decide or be required to recall products or be subjected to product liability claims.We could decide, or laws or regulations could require us, to recall products due to suspected or confirmed and deliberate or unintentional productcontamination, spoilage or other adulteration, product misbranding or product tampering. In addition, if another company recalls or experiencesnegative publicity related to a product in a category in which we compete, consumers might reduce their overall consumption of products in thiscategory. Any of these events could materially and adversely affect our reputation, brands, product sales, financial condition and results ofoperations.We may also suffer losses if our products or operations violate applicable laws or regulations, or if our products cause injury, illness or death. Inaddition, our marketing could face claims of false or deceptive advertising or other criticism. A significant product liability or other legal judgmentagainst us, a related regulatory enforcement action or a widespread product recall could materially and adversely affect our reputation andprofitability. Moreover, even if a product liability or consumer fraud claim is unsuccessful, has no merit or is not pursued, the negative publicitysurrounding assertions against our products or processes could materially and adversely affect our reputation, brands, product sales, financialcondition and results of operations. 14We could be subject to legal or tax claims or other regulatory enforcement actions.We are a large snack food company operating in highly regulated environments and constantly evolving legal, tax and regulatory frameworks aroundthe world. Consequently, we are subject to greater risk of litigation, legal or tax claims or other regulatory enforcement actions. There can be noassurance that our employees, contractors or agents will not violate policies and procedures we have implemented to promote compliance withexisting laws and regulations. Moreover, our failure to maintain effective control environment processes could lead to violations, unintentional orotherwise, of laws and regulations. Litigation, legal or tax claims or regulatory enforcement actions arising out of our failure or alleged failure tocomply with applicable laws, regulations or controls could subject us to civil and criminal penalties that could materially and adversely affect ourreputation, product sales, financial condition and results of operations.We may not successfully identify, complete or manage strategic transactions.We regularly evaluate a variety of potential strategic transactions, including acquisitions, divestitures, joint ventures, minority investments and otherstrategic alliances that could further our strategic business objectives. We may not successfully identify, complete or manage the risks presented bythese strategic transactions. Our success depends, in part, upon our ability to identify suitable transactions; negotiate favorable contractual terms;comply with applicable regulations and receive necessary consents, clearances and approvals (including regulatory and antitrust clearances andapprovals); integrate or separate businesses; realize the full extent of the benefits, cost savings or synergies presented by strategic transactions;effectively implement control environment processes with employees joining us as a result of a transaction; minimize adverse effects on existingbusiness relationships with suppliers and customers; achieve accurate estimates of fair value; minimize potential loss of customers or keyemployees; and minimize indemnities and potential disputes with buyers, sellers and strategic partners. In addition, execution or oversight ofstrategic transactions may result in the diversion of management attention from our existing business and may present financial, managerial andoperational risks.With respect to acquisitions and joint ventures in particular, we are also exposed to potential risks based on our ability to conform standards,controls, policies and procedures, and business cultures; consolidate and streamline operations and infrastructures; identify and eliminate redundantand underperforming operations and assets; manage inefficiencies associated with the integration of operations; and coordinate antitrust andcompetition laws in the United States, the European Union and other jurisdictions. Joint ventures and strategic alliances pose additional risks, as weshare ownership and management responsibilities with one or more other parties who may not have the same objectives, priorities, strategies orresources as we do. In July 2015, we completed transactions to combine our wholly owned coffee businesses with those of DEMB to create a newcompany, Jacobs Douwe Egberts, and we acquired an 80% interest in a biscuit operation in Vietnam. In December 2015, we announced that weintend to exchange a portion of our equity ownership in JDE for equity in the new holding company of Keurig Green Mountain, Inc. (“Keurig”) in theevent of a successful closing of the acquisition of Keurig by an investor group led by JAB Holding Co. Transactions or ventures into which we entermight not meet our financial and non-financial control and compliance expectations or yield the anticipated benefits. Depending on the nature of thebusiness ventures, including whether they operate globally, these ventures could also be subject to many of the same risks we are, includingpolitical, economic and regulatory risks, currency exchange rate fluctuations, and volatility of commodity and other input prices. Either partner mightfail to recognize alliance relationships that could expose the business to higher risk or make the venture not as productive as expected. Furthermore,we may not be able to complete, on terms favorable to us, desired or proposed divestitures of businesses that do not meet our strategic objectives orour growth or profitability targets. Our divestiture activities, or related activities such as reorganizations, restructuring programs and transformationinitiatives, may require us to recognize impairment charges or to take action to reduce costs that remain after we complete a divestiture. Gains orlosses on the sales of, or lost operating income from, those businesses may also affect our profitability.Any of these risks and challenges could materially and adversely affect our business, product sales, financial condition and results of operations. 15We must correctly predict, identify and interpret changes in consumer preferences and demand and offer new products to meet thosechanges.Consumer preferences for food and snacking products change continually. Our success depends on our ability to predict, identify and interpret thetastes, dietary habits, packaging and other preferences of consumers around the world and to offer products that appeal to these preferences.Moreover, weak economic conditions, recession, equity market volatility or other factors could affect consumer preferences and demand. If we donot offer products that appeal to consumers or if we misjudge consumer demand for our products, our sales and market share will decrease and ourprofitability could suffer.We must distinguish among short-term fads, mid-term trends and long-term changes in consumer preferences. If we do not accurately predict whichshifts in consumer preferences will be long-term, or if we fail to introduce new and improved products to satisfy those changing preferences, oursales could decline. In addition, because of our varied consumer base, including by geography, we must offer an array of products that satisfy thebroad spectrum of consumer preferences. If we fail to expand our product offerings successfully across product categories, or if we do not rapidlydevelop products in faster growing and more profitable categories, demand for our products could decrease and our profitability could suffer.Prolonged negative perceptions concerning the health implications of certain food products could influence consumer preferences and acceptance ofsome of our products and marketing programs. For example, consumers have increasingly focused on health and wellness, including weightmanagement and reducing sodium and added sugar consumption. In addition, consumer preferences differ by region, and we must monitor andadjust our use of ingredients to respond to these regional preferences. We might be unsuccessful in our efforts to effectively respond to changingconsumer preferences and social expectations. Continued negative perceptions and failure to satisfy consumer preferences could materially andadversely affect our reputation, product sales, financial condition and results of operations.Failure to maintain effective internal control over financial reporting could adversely affect us.The accuracy of our financial reporting depends on the effectiveness of our internal control over financial reporting. Internal control over financialreporting can provide only reasonable assurance with respect to the preparation and fair presentation of financial statements and may not prevent ordetect misstatements because of its inherent limitations. These limitations include, among others, the possibility of human error, inadequacy orcircumvention of controls and fraud. If we do not maintain effective internal control over financial reporting or design and implement controlssufficient to provide reasonable assurance with respect to the preparation and fair presentation of our financial statements, including in connectionwith controls executed for us by third parties, we might fail to timely detect any misappropriation of corporate assets or inappropriate allocation oruse of funds and could be unable to file accurate financial reports on a timely basis. As a result, our reputation, results of operations and stock pricecould be materially adversely affected.In connection with management’s assessment of internal control over financial reporting under Section 404 of the Sarbanes-Oxley Act of 2002 forthe fiscal year ended December 31, 2013, we determined that we did not maintain effective monitoring and oversight of controls over thecompleteness, accuracy and presentation of our accounting for income taxes, including the income tax provision and related tax assets andliabilities. We determined that the ineffective monitoring and oversight of controls over income tax accounting constituted a material weakness. As ofDecember 31, 2015, we remediated this material weakness. See Item 9A, Controls and Procedures , for a discussion of the material weakness andthe remediation. If the new controls we implemented to strengthen our overall internal control over accounting for income taxes were not designed ordo not continue to operate effectively or if we are unsuccessful in continuing to follow these new processes, we may not timely or accurately reportour financial condition or results of operations. This could adversely affect our stock price and the confidence of investors, business partners andothers in our financial reports. 16We are increasingly dependent on information technology and third party service providers.We rely on information technology and third party service providers to process, transmit and store company information via business applications,internal networks and the Internet. We use these technologies to support our global business processes and activities, including communicating withour employees, customers and suppliers; running critical business operations; meeting regulatory, legal and tax requirements; and executing variousdigital marketing and consumer promotion activities.These technologies and related information are subject to risks related to confidentiality, integrity and continuity, many of which are beyond ourcontrol. Confidentiality and integrity of information may be jeopardized by deliberate or unintentional misuse, manipulation or disclosure ofinformation; physical theft; or cybersecurity data breaches. We might face increased risk if our goal of increasing our revenues through newinitiatives, including e-commerce, leads to an increase in the amount of confidential information that we process and maintain. Continuity of businessapplications and services may be disrupted by errors in systems’ maintenance, migration of applications to the cloud, power outages, hardware orsoftware failures, viruses or malware, cyber security attacks, telecommunication failures, natural disasters, terrorist attacks and other catastrophicevents.Should any of these risks materialize, the need to coordinate with various third party service providers might complicate our efforts to resolve therelated issues. If our controls, disaster recovery and business continuity plans do not effectively resolve the issues in a timely manner, our productsales, financial condition and results of operations may be materially and adversely affected, and we may experience delays in reporting our financialresults.In addition, should confidential information belonging to us or our employees, customers, consumers, partners or suppliers be misused or breached,we may suffer financial losses relating to remediation, damage to our reputation or brands, loss of intellectual property or penalties or litigationrelated to violation of data privacy laws and regulations.Weak financial performance, downgrades in our credit ratings, illiquid global capital markets and volatile global economic conditionscould limit our access to the global capital markets, reduce our liquidity and increase our borrowing costs.We access the long-term and short-term global capital markets to obtain financing. Our financial performance, our short- and long-term debt creditratings, interest rates, the stability of financial institutions with which we partner, the liquidity of the overall global capital markets and the state of theglobal economy, including the food industry, could affect our access to, and the availability or cost of, financing on acceptable terms and conditionsand our ability to pay dividends in the future. There can be no assurance that we will have access to the global capital markets on terms we findacceptable.We regularly access the commercial paper markets in the United States and Europe for ongoing funding requirements. A downgrade in our creditratings by a credit rating agency could increase our borrowing costs and adversely affect our ability to issue commercial paper. Disruptions in theglobal commercial paper market or other effects of volatile economic conditions on the global credit markets also could reduce the amount ofcommercial paper that we could issue and raise our borrowing costs for both short- and long-term debt offerings.Limitations on our ability to access the global capital markets, a reduction in our liquidity or an increase in our borrowing costs could materially andadversely affect our financial condition and results of operations. 17Volatility in the equity markets, interest rates, our participation in multiemployer pension plans or other factors could substantiallyincrease our pension costs.We sponsor a number of defined benefit pension plans for our employees throughout the world. At the end of 2015, the projected benefit obligationof our defined benefit pension plans was $11.1 billion and plan assets were $9.0 billion. The difference between plan obligations and assets, or thefunded status of the plans, significantly affects the net periodic benefit costs of our pension plans and the ongoing funding requirements of thoseplans. Our major defined benefit pension plans are funded with trust assets invested in a globally diversified portfolio of investments, includingequities and corporate debt. Among other factors, changes in interest rates, mortality rates, early retirement rates, investment returns, minimumfunding requirements in the jurisdictions in which the plans operate, the viability of other employers in the multiemployer pension plans in which weparticipate and the market value of plan assets can affect the level of plan funding, cause volatility in the net periodic pension cost and increase ourfuture funding requirements. Legislative and other governmental regulatory actions may also increase funding requirements for our pension plans’benefits obligation.Volatility in the global capital markets may increase the risk that we are required to make additional cash contributions to the pension plans andrecognize further increases in our net periodic pension cost.Due to our participation in multi-employer pension plans, we may have exposure under those plans that extends beyond what our obligation wouldbe with respect to our employees. Our contributions to a multi-employer plan may increase beyond our bargaining obligations depending on thefinancial condition of the multi-employer plan. We may be required to participate in funding the unfunded obligations of the plan allocable to awithdrawing employer, and our costs might increase as a result. Further, if we partially or completely withdraw from a multi-employer pension plan,we may be required to pay a partial or complete withdrawal liability. This withdrawal liability will generally increase if there is also a mass withdrawalof other participating employers or if the plan terminates. (See Note 10, Benefit Plans , to the consolidated financial statements for more informationon our multiemployer pension plans.)A significant increase in our pension benefit obligations or funding requirements could have a negative impact on our ability to invest in the businessand adversely affect our financial condition and results of operations.Our intellectual property rights are valuable, and our failure to protect them could reduce the value of our products and brands.We consider our intellectual property rights, particularly and most notably our trademarks, but also our patents, trade secrets, copyrights andlicensing agreements, to be a significant and valuable part of our business. We attempt to protect our intellectual property rights by taking advantageof a combination of patent, trademark, copyright and trade secret laws in various countries, as well as licensing agreements, third partynondisclosure and assignment agreements and policing of third party misuses of our intellectual property. Our failure to obtain or adequately protectour intellectual property rights, or any change in law or other changes that serve to lessen or remove the current legal protections of our intellectualproperty, may diminish our competitiveness and could materially harm our business.We may be unaware of third party claims of intellectual property infringement relating to our technology, brands or products. Any litigation regardingpatents or other intellectual property could be costly and time-consuming and could divert management’s and other key personnel’s attention fromour business operations. Third party claims of intellectual property infringement might require us to pay monetary damages or enter into costlylicense agreements. We also may be subject to injunctions against development and sale of certain of our products. Any of these occurrences couldmaterially and adversely affect our reputation, product sales, financial condition and results of operations.Item 1B. Unresolved Staff Comments.None. 18Item 2. Properties.On December 31, 2015, we had 156 manufacturing and processing facilities in 57 countries and 187 distribution centers and depots worldwide.During 2015, we opened 3 new manufacturing facilities and disposed of or ceased operations in 17 manufacturing facilities, primarily related to thecoffee business transactions. We also opened 8 new distribution facilities and no longer own or lease 13 distribution facilities. In addition, a decreaseof 24 distribution facilities in our Asia Pacific segment primarily reflects distribution facilities that are owned or leased by third party logistics partners.It is our practice to maintain all of our plants and other facilities in good condition. We believe we have or will add sufficient capacity to meet ourplanned operating needs. As of December 31, 2015 Number of Number of Manufacturing Distribution Facilities Facilities Latin America 20 4 Asia Pacific 31 50 EEMEA 25 13 Europe 63 33 North America 17 87 Total 156 187 Owned 147 47 Leased 9 140 Total 156 187 Item 3. Legal Proceedings.Information regarding legal proceedings is available in Note 13, Commitments and Contingencies , to the consolidated financial statements in thisreport.Item 4. Mine Safety Disclosures.Not applicable. 19PART IIItem 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.Our Common Stock is listed on The NASDAQ Global Select Market under the symbol “MDLZ.” At January 31, 2016, there were 59,102 holders ofrecord of our Common Stock. Information regarding the market price of our Common Stock and dividends declared during the last two fiscal years isincluded in Note 18, Quarterly Financial Data (Unaudited) , to the consolidated financial statements.Comparison of Five-Year Cumulative Total ReturnThe following graph compares the cumulative total return on our Common Stock with the cumulative total return of the S&P 500 Index and theMondelēz International performance peer group index. The graph assumes, in each case, that an initial investment of $100 is made at the beginningof the five-year period. The cumulative total return reflects market prices at the end of each year and the reinvestment of dividends each year (andtakes into account the value of Kraft Foods Group shares distributed in the Spin-Off). The vertical line below indicates the October 1, 2012 Spin-Offdate and is intended to facilitate comparisons of performance against peers listed below and the stock market before and following the Spin-Off. Mondelēz Performance Date International S&P 500 Peer Group December 31, 2010 $100.00 $100.00 $100.00 December 31, 2011 122.64 102.11 107.09 December 31, 2012 131.84 118.45 118.32 December 31, 2013 186.02 156.82 140.93 December 31, 2014 194.55 178.28 151.64 December 31, 2015 243.95 180.75 155.42 The Mondelēz International performance peer group consists of the following companies considered our market competitors or that have beenselected on the basis of industry, global focus or industry leadership: Campbell Soup Company, The Coca-Cola Company, Colgate-PalmoliveCompany, Danone S.A., General Mills, Inc., The Hershey Company, Kellogg Company, Nestlé S.A., PepsiCo, Inc., The Procter & Gamble Companyand Unilever PLC.This performance graph and other information furnished under this Part II Item 5(a) of this Form 10-K shall not be deemed to be “soliciting material”or to be “filed” with the SEC or subject to Regulation 14A or 14C, or to the liabilities of Section 18 of the Exchange Act. 20Issuer Purchases of Equity SecuritiesOur stock repurchase activity for each of the three months in the quarter ended December 31, 2015 was: Issuer Purchases of Equity Securities Period Total Number of Shares Purchased (1) Average Price Paid per Share Total Number of Shares Purchased as Part of PubliclyAnnounced Plans or Programs (2) Approximate Dollar Valueof Shares That May Yet Be Purchased Under the Plans or Programs (2) October 1-31, 2015 2,802,427 $44.77 2,790,353 $5,860,675,551 November 1-30, 2015 5,288,316 44.45 5,286,719 5,625,687,529 December 1-31, 2015 4,290,456 43.58 4,116,106 5,446,305,470 For the Quarter Ended December 31, 2015 12,381,199 44.22 12,193,178 (1)The total number of shares purchased includes: (i) shares purchased pursuant to the repurchase program described in (2) below; and (ii) shares tendered tous by employees who used shares to exercise options and to pay the related taxes for grants of restricted and deferred stock that vested, totaling 12,074shares, 1,597 shares and 174,350 shares for the fiscal months of October, November and December 2015, respectively. (2)Our Board of Directors authorized the repurchase of $13.7 billion of our Common Stock through December 31, 2018. Specifically, on March 12, 2013, ourBoard of Directors authorized the repurchase of up to the lesser of 40 million shares or $1.2 billion of our Common Stock through March 12, 2016. OnAugust 6, 2013, our Audit Committee, with authorization delegated from our Board of Directors, increased the repurchase program capacity to $6.0 billion ofCommon Stock repurchases and extended the expiration date to December 31, 2016. On December 3, 2013, our Board of Directors approved an increase of$1.7 billion to the program related to a new accelerated share repurchase program, which concluded in May 2014. On July 29, 2015, our Finance Committee,with authorization delegated from our Board of Directors, approved a $6.0 billion increase that raised the repurchase program capacity to $13.7 billion andextended the program through December 31, 2018. See Note 12, Capital Stock , for additional information. 21Item 6. Selected Financial DataMondelēz International, Inc.Selected Financial Data – Five Year Review (1) 2015 2014 2013 2012 2011 (in millions, except per share and employee data) Continuing Operations (2) Net revenues $29,636 $34,244 $35,299 $35,015 $35,810 Earnings from continuing operations, net of taxes 7,291 2,201 2,332 1,606 1,764 Net earnings attributable to Mondelēz International: Per share, basic 4.49 1.29 1.30 0.90 0.99 Per share, diluted 4.44 1.28 1.29 0.88 0.99 Cash Flow and Financial Position (3) Net cash provided by operating activities 3,728 3,562 6,410 3,923 4,520 Capital expenditures 1,514 1,642 1,622 1,610 1,771 Property, plant and equipment, net 8,362 9,827 10,247 10,010 13,813 Total assets 62,843 66,771 72,464 75,421 93,701 Long-term debt 14,557 13,821 14,431 15,519 23,013 Total Mondelēz International shareholders’ equity 28,012 27,750 32,373 32,276 35,271 Shares outstanding at year end (4) 1,580 1,664 1,705 1,778 1,768 Per Share and Other Data (5) Book value per shares outstanding 17.73 16.68 18.99 18.15 19.95 Dividends declared per share (6) 0.64 0.58 0.54 1.00 1.16 Common Stock closing price at year end (7) 44.84 36.33 35.30 25.45 37.36 Number of employees 99,000 104,000 107,000 110,000 126,000 (1)The selected financial data should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and ourconsolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K and Annual Reports on Form 10-K for earlier periods. Asignificant portion of our business is exposed to currency exchange rate fluctuation as a large portion of our assets, liabilities, revenue and expenses must be translatedinto U.S. dollars for reporting purposes. Refer to Management’s Discussion and Analysis of Financial Condition and Results of Operations for a discussion of operatingresults on a constant currency basis where noted.(2)Significant items impacting the comparability of our results from continuing operations include: Spin-Off Costs in 2012-2014; Restructuring Programs in 2012-2015; CostSavings Initiatives in 2011-2013; the contribution of our global coffee businesses and investment in JDE and related gain in 2015; other divestitures and sales of propertyin 2015, 2013 and 2012; acquisitions in 2015 and 2013; the Cadbury acquisition-related Integration Program in 2011-2014; the benefit from the Cadbury acquisition-related indemnification resolution in 2013; losses on debt extinguishment in 2013-2015; unrealized gains on the coffee business transaction currency hedges in 2014 and2015; debt tender offers completed in 2013-2015; loss on deconsolidation of Venezuela in 2015; the remeasurement of net monetary assets in Venezuela in 2013-2015;accounting calendar changes in 2015, 2013 and 2011 (including a 53rd week of operating results in 2011); impairment charges related to intangible assets in 2015, 2014and 2012; and our provision for income taxes in all years. Please refer to Notes 1, Summary of Significant Accounting Policies ; 2, Divestitures and Acquisitions ; 5,Goodwill and Intangible Assets ; 6, Restructuring Programs ; 7, Integration Program and Cost Savings Initiatives ; 8, Debt and Borrowing Arrangements ; 9, FinancialInstruments ; 13, Commitments and Contingencies ; 15, Income Taxes ; and 17, Segment Reporting , for additional information regarding items affecting comparability ofour results from continuing operations.(3)Our Cash Flow and Financial Position information includes Kraft Foods Group data for periods prior to the October 1, 2012 Spin-Off date. Refer to the Annual Report onForm 10-K for the year ended December 31, 2012 for information on the divested net assets and items impacting cash flow. Other items impacting comparability primarilyrelate to the coffee business transactions in 2014 and 2015, the loss on deconsolidation of Venezuela in 2015 and the receipt of net cash proceeds from the resolution ofthe Starbucks arbitration in 2013. As of December 31, 2015, we had debt issuance costs related to recognized debt liabilities of $46 million, which have been reclassifiedfrom long-term other assets to a deduction from the related debt obligations on the consolidated balance sheet. We have also made this reclassification in the prior yearspresented to be consistent with the current year presentation.(4)Refer to Note 12, Capital Stock , for additional information on our share repurchase program in 2013-2015.(5)Per Share and Other Data includes Kraft Foods Group data for periods prior to the October 1, 2012 Spin-Off date. Refer to Note 2, Divestitures and Acquisitions , relatedto the resolution of the Starbucks arbitration in 2013 and the Annual Report on Form 10-K for the year ended December 31, 2012, for additional information on theCadbury acquisition in 2010.(6)Refer to the Equity and Dividends section within Management’s Discussion and Analysis of Financial Condition and Results of Operations for additional information on ourdividends following the October 1, 2012 Spin-Off.(7)Closing prices reflect historical market prices and have not been adjusted for periods prior to October 1, 2012 to reflect the Spin-Off of Kraft Foods Group on that date. 22Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.The following discussion and analysis contains forward-looking statements. It should be read in conjunction with the other sections of this AnnualReport on Form 10-K, including the consolidated financial statements and related notes contained in Item 8, “Forward-Looking Statements” and“Risk Factors” contained in Item 1A.Description of the CompanyWe manufacture and market primarily snack food products, including biscuits (cookies, crackers and salted snacks), chocolate, gum & candy andvarious cheese & grocery products, as well as powdered beverage products. We have operations in more than 80 countries and sell our products in165 countries.Over the last several years, we have built a presence in the snacking category. We have expanded geographically and continue to invest in productquality, marketing and innovation behind our iconic brands while also implementing a series of cost saving initiatives. Our goals are to achieveindustry-leading revenue growth over time driven by the higher expected growth rates of advantaged snack categories; leverage our cost structurethrough supply chain reinvention, productivity programs, overhead streamlining, volume growth and improved product mix to drive margin gains; andgrow earnings per share in the top-tier of our peer group.Coffee Business TransactionsOn July 2, 2015, we completed transactions to combine our wholly owned coffee businesses (including our coffee portfolio in France) with those ofD.E Master Blenders 1753 B.V. (“DEMB”) to create a new company, Jacobs Douwe Egberts or JDE. We currently hold a 43.5% equity interest inJDE and Acorn Holdings B.V. (“AHBV”), owner of DEMB, holds the remaining 56.5% equity interest.In connection with the contribution of our global coffee businesses to JDE, we recorded a pre-tax gain of $6.8 billion (or $6.6 billion after taxes) in2015. We also recorded approximately $1.0 billion of pre-tax net gains related to hedging the expected cash proceeds from the transactions asdescribed further below.The consideration we have received to date consists of € 3.8 billion of cash ($4.2 billion U.S. dollars as of July 2, 2015), a 43.5% equity interest inJDE and $794 million in receivables (related to sales price adjustments and tax formation cost payments). During the third quarter of 2015, we alsorecorded $283 million of cash and receivables from JDE related to reimbursement of costs that we incurred in separating our coffee businesses. Thecash and equity consideration we received at closing reflects that we retained our interest in a Korea-based joint venture, Dongsuh FoodsCorporation. During the second quarter of 2015, we also completed the sale of our interest in a Japanese coffee joint venture, Ajinomoto GeneralFoods, Inc. (“AGF”). In lieu of contributing our interest in the AGF joint venture to JDE, we contributed the net cash proceeds from the sale, and thetransaction did not change the consideration received for our global coffee businesses. Please see Note 2, Divestitures and Acquisitions – OtherDivestitures, Acquisitions and Sales of Property , for discussion of the divestiture of AGF.During the fourth quarter, we and JDE concluded negotiations of a sales price adjustment and completed the valuation of our investment in JDE.Primarily related to the negotiated resolution of the sales price adjustment in the fourth quarter, we recorded a $313 million reduction in the pre-taxgain on the coffee transaction, reducing the $7.1 billion estimated gain in the third quarter to the $6.8 billion final gain for 2015. As part of our salesprice negotiations, we retained the right to collect future cash payments if certain estimated pension liabilities come in over an agreed amount in thefuture. As such, we may recognize additional income related to this negotiated term in the future.The final value of our investment in JDE on July 2, 2015 was € 4.1 billion, or $4.5 billion. The fair value of the JDE investment was determined usingboth income-based and market-based valuation techniques. The discounted cash flow analysis reflected growth, discount and tax rates and otherassumptions reflecting the underlying combined businesses and countries in which the combined coffee businesses operate.In connection with the expected receipt of cash in euros at the time of closing, we entered into a number of consecutive currency exchange forwardcontracts in 2014 and 2015 to lock in an equivalent expected value in U.S. dollars as of the date the coffee business transactions were firstannounced in May 2014. Cumulatively, we realized aggregate net gains 23and received cash of approximately $1.0 billion on these hedging contracts that increased the cash we received in connection with the coffeebusiness transactions from $4.2 billion in cash consideration received to $5.2 billion. In connection with these currency contracts and the transfer ofthe sale proceeds to our subsidiaries that deconsolidated net assets and shares, we recognized a net gain of $628 million in 2014 and a net gain of$436 million in 2015 within interest and other expense, net. For additional information on the JDE coffee transactions, see Note 2, Divestitures andAcquisitions .On December 18, 2015, AHBV and we agreed to provide JDE additional capital to pay down some of its debt with lenders. Our pro rata share of thecapital increase was € 499 million ($544 million U.S. dollars as of December 18, 2015) and was made in return for additional shares in JDE such thatwe retained our 43.5% interest in JDE following the capital increase. To fund our share of the capital increase, we contributed € 460 million ($501million) of JDE receivables and made a € 39 million ($43 million) cash payment.On December 6, 2015, we agreed to make an investment in Keurig Green Mountain Inc. (“Keurig”), which is contingent upon the successfulcompletion of a planned acquisition of Keurig by JAB Holding Co. (“JAB” and parent company of AHBV). Following the close of JAB’s plannedacquisition of Keurig in early 2016, we intend to exchange a portion of our equity interest in JDE for an equity interest in Keurig. Following theexchange of shares, we expect our ownership in JDE to decrease to approximately 26.5% and our interest in Keurig to be somewhat lower. Weexpect to account for both investments under the equity method, resulting in our recognizing our share of their earnings within our earnings and ourshare of their dividends within our cash flows. Our governance rights in JDE will not change significantly and we will have similar governance rightsin Keurig following the transaction. Our investment in Keurig will follow the acquisition of Keurig by JAB, which is expected to be completed by theend of the first quarter of 2016 or early in the second quarter. As our exchange of shares in JDE for the investment in Keurig is conditioned upon theactions of JAB and Keurig’s existing shareholders and is subject to further regulatory antitrust reviews, we have not reflected the portion of ourinvestment in JDE that would be exchanged for the Keurig investment as assets held for sale as of December 31, 2015.Venezuela DeconsolidationEffective as of the close of the 2015 fiscal year, we concluded that we no longer met the accounting criteria for consolidation of our Venezuelasubsidiaries due to a loss of control over our Venezuelan operations and an other-than-temporary lack of currency exchangeability. As of the close ofthe 2015 fiscal year, we deconsolidated and changed to the cost method of accounting for our Venezuelan operations. We recorded a $778 millionpre-tax loss as we reduced the value of our cost method investment in Venezuela and all Venezuelan receivables held by our other subsidiaries torealizable fair value, resulting in full impairment. The recorded loss also included historical cumulative translation adjustments related to ourVenezuelan operations that had previously been recorded in accumulated other comprehensive losses within equity.Beginning in 2016, we will no longer include net revenues, earnings or net assets from our Venezuelan subsidiaries within our consolidated financialstatements. Under the cost method of accounting, we will recognize earnings only to the extent cash is received from our Venezuelan subsidiaries.Given the current and ongoing difficult economic, regulatory and business environment in Venezuela, there continues to be significant uncertaintyrelated to our operations in Venezuela and we expect these conditions will continue for the foreseeable future. We will monitor the extent of ourability to control our Venezuelan operations and the liquidity and availability of U.S. dollars at different rates as our current situation in Venezuelamay change over time and lead to consolidation at a future date. See below Discussion and Analysis of Historical Results – Items AffectingComparability of Financial Results , and Note 1, Summary of Significant Accounting Policies – Currency Translation and Highly InflationaryAccounting: Venezuela , for more information on our historical Venezuela operating results, including the remeasurement losses and loss ondeconsolidation. 24Summary of Results • Net revenues decreased 13.5% to $29.6 billion in 2015 and decreased 3.0% to $34.2 billion in 2014. Net revenues in 2015 weresignificantly affected by unfavorable currency translation as the U.S. dollar strengthened against most currencies in which we operatecompared to exchange rates in the prior year and the July 2, 2015 deconsolidation of our global coffee business. • Organic Net Revenue increased 3.7% to $31.6 billion in 2015 and increased 2.5% to $32.1 billion in 2014. Organic Net Revenue is anon-GAAP financial measure we use to evaluate our underlying results (see the definition of Organic Net Revenue and our reconciliationwith net revenues within Non-GAAP Financial Measures appearing later in this section). • Diluted EPS attributable to Mondelēz International increased 246.9% to $4.44 in 2015 and decreased 41.6% to $1.28 in 2014. Excludingthe results of discontinued operations in 2013, our diluted EPS attributable to Mondelēz International from continuing operationsdecreased 0.8% to $1.28 in 2014. A number of significant items also affected the comparability of our reported results, as furtherdescribed in the Discussion and Analysis of Historical Results appearing later in this section and in the notes to the consolidated financialstatements. • Adjusted EPS remained flat at $1.75 in 2015 and increased 13.6% to $1.75 in 2014. On a constant currency basis, Adjusted EPSincreased 18.9% to $2.08 in 2015 and increased 22.7% to $1.89 in 2014. Adjusted EPS is a non-GAAP financial measure we use toevaluate our underlying results (see the definition of Adjusted EPS and our reconciliation with diluted EPS within Non-GAAP FinancialMeasures appearing later in this section).Financial OutlookWe seek to achieve top-tier financial performance. We manage our business to achieve this goal using three key operating metrics: Organic NetRevenue, Adjusted Operating Income and Adjusted EPS. (Refer to Non-GAAP Financial Measures appearing later in this section for moreinformation on these measures.) Additional metrics that we use or monitor include product quality measures, category growth, market shareperformance, margins, pricing net of commodity costs, net commodity inflation, volume growth, Power Brand Organic Net Revenue growth, grossand net productivity savings, brand support and related investments, capital spending, cash conversion cycle, free cash flow, return on investedcapital and shareholder returns. We also monitor a number of factors and trends that we expect may impact our revenues and profitability objectives:Long-Term Demographics and Consumer Trends – Snack food consumption is highly correlated to GDP growth, urbanization of the population andrising discretionary income levels associated with a growing middle class, particularly in emerging markets. Over the long-term, we expect thesetrends to continue leading to growth in key consumer behaviors, including increased snacking occasions, greater use of convenience food andmigration to more frequent, smaller meals. In the near term, low GDP growth, high unemployment and weak consumer confidence in Europe andemerging markets have slowed category and our growth.Demand – We monitor consumer spending and our market share within the food and beverage categories in which we sell our products. Growth inthe global categories increased from approximately 3.6% in 2014 to 5.5% in 2015, and our Organic Net Revenue growth also increased from 2.5% in2014 to 3.7% in 2015. Our Organic Net Revenue included a 90 basis point headwind from strategic decisions to improve revenue mix. In 2015, webegan to improve our revenue mix by discontinuing certain low margin, customer-specific product lines, discontinuing certain low-margin licensedproducts and continuing to simplify our portfolio. We anticipate taking similar actions to optimize our portfolio in 2016. The improvement in globalcategory growth was largely driven by price relating to higher commodity costs and currency-related inflationary impacts. Over the long-term, weexpect category growth to return to levels more in line with historical growth rates when the macroeconomic environment in emerging marketsrecovers to a better balance between price and volume/mix. We continue to make investments in our brands and build strong routes to market toaddress the needs of consumers in emerging and developed markets. In doing so, we anticipate stimulating demand in our categories and growingour position in these markets.Volatility of Global Markets – Our growth strategy depends in part on our ability to expand our operations, particularly in emerging markets. Some ofthese markets have greater political and economic volatility and vulnerability to infrastructure and labor disruptions, as we experienced this past yearin markets including Argentina, Brazil, Russia, Ukraine and 25Venezuela. Volatility in these markets affects demand for and the costs of our products and requires frequent changes in how we operate ourbusiness. There will likely be continued volatility across these and other markets in which we sell. As such, we are focused on continuing to manageour costs and adjusting prices as needed to recover changing costs while we continue to invest in our global Power Brands and routes to market.Competition – We operate in highly competitive markets that include global, regional and local competitors. Our advantaged geographic footprint,operating scale and portfolio of brands have all significantly contributed to building our market-leading positions across most of the productcategories in which we sell. To grow and maintain our market positions, we focus on product quality, bringing new products and innovations tomarket and effectively meeting consumer needs and preferences. We pursue growth opportunities such as expanding our global operations andgrowing our portfolio of Power Brands and innovative products. We continue to optimize our manufacturing and other operations and invest in ourbrands through ongoing research and development, advertising, marketing and consumer promotions.Pricing – We adjust our product prices based on a number of variables including demand, the competitive environment and changes in our productinput costs. Our net revenue growth and profitability may be affected as we adjust prices to address new conditions. In 2015, we generally increasedprices in response to higher commodity costs, currency and other market factors. In 2016, we anticipate that we will adjust our prices in response tochanging market conditions. Price competition or delayed price increases by competitors or customers may continue to affect net revenues ormarket share in the near term as the market adjusts to the changes in input costs and other market conditions.Operating Costs – Our operating costs include raw materials, labor, selling, general and administrative expenses, taxes, currency impacts andfinancing costs. We manage these costs through cost saving and productivity initiatives, sourcing and hedging programs, pricing actions, refinancingand tax planning. We also continue to work on programs to expand our profitability and margins, such as our 2014-2018 Restructuring Program,which is designed to bring about significant reductions in our operating cost structure in both our supply chain and overhead costs.Currency – As a global company with nearly 80% of our net revenues generated outside the United States, we are exposed to changes in globaleconomic conditions and currency movements. In the last three years, the U.S. dollar strengthened relative to other currencies in which we operate,and several countries experienced significant declines in or devaluations of their currency. These currency movements had a significant negativeeffect on our reported results of operations. Our 2015 net revenues were $29.6 billion, down 13.5% from 2014, including a negative 12.6 percentagepoint impact from currency translation. Our 2014 net revenues were $34.2 billion, down 3.0% from 2013, including a negative 5.2 percentage pointimpact from currency translation. In 2013, net revenues were $35.3 billion, up 0.8%, including a negative 2.4 percentage point impact from currencytranslation. While we have net investment hedges in the form of local currency denominated debt to offset the translation of certain of our overseasoperations, we generally do not hedge against currency translation. We primarily seek to hedge against economic losses on cross-currencytransactions. Due to limited markets for hedging currency transactions and other factors, we may not be able to effectively hedge all of our cross-currency transaction risks. We have historically also been exposed to currency devaluation risks impacting earnings particularly in connection withour Venezuela operations, which as of December 31, 2015 has been deconsolidated. See Note 1, Summary of Significant Accounting Policies –Currency Translation and Highly Inflationary Accounting: Venezuela, for more information . The economy, monetary policies and other businessrestrictions in Venezuela, as well as in other developing countries, have created a challenging business environment in which to operate, and ourability to hedge against currency-related economic losses may be limited. While we work to mitigate our exposure to these currency risks, factorssuch as continued global market volatility, actions by foreign governments, political uncertainty and other external developments could lead to furtherunfavorable currency impacts in the future.Financing Costs – We regularly evaluate our variable and fixed-rate debt. We continue to use lower cost short- and long-term debt to finance ourongoing working capital, capital expenditures and other investments, dividends and share repurchases. In 2015, 2014 and 2013, we repaid $15.6billion of our long-term debt and issued lower-cost long-term euro, British pound sterling, Swiss franc and U.S. dollar-denominated debt. Ourweighted-average interest rate on our total debt as of December 31, 2015 was 3.7%, down from 4.3% as of December 31, 2014 and down from4.8% as of December 31, 2013. Refer to Note 8, Debt and Borrowing Arrangements , for additional debt activity in 2016. 26Discussion and Analysis of Historical ResultsItems Affecting Comparability of Financial ResultsThe following table includes significant income or (expense) items that affected the comparability of our pre-tax results of operations and oureffective tax rates. Please refer to the notes to the consolidated financial statements indicated below for more information. Refer also to theConsolidated Results of Operations – Net Earnings and Earnings per Share Attributable to Mondelēz International table for the per share impacts ofthese items. For the Years Ended December 31, See Note 2015 2014 2013 (in millions of U.S. dollars) Coffee business transactions: Note 2 Gain on contribution $6,809 $– $– Incremental costs for readying the businesses (278) (77) – Currency-related net gains (1) 436 628 – 2014-2018 Restructuring Program: Note 6 Restructuring charges (711) (274) – Implementation charges (291) (107) – 2012-2014 Restructuring Program: Note 6 Restructuring charges 4 (360) (267) Implementation charges – (99) (63) Venezuela: Note 1 Remeasurement losses: Q1 2013: 4.30 to 6.30 bolivars to the U.S. dollar – – (54) Q1 2014: 6.30 to 10.70 bolivars to the U.S. dollar – (142) – SICAD I remeasurements through December 31, 2014 – (25) – Q1 2015: 11.50 to 12.00 bolivars to the U.S. dollar (11) – – Loss on deconsolidation (778) – – Loss on debt extinguishment and related expenses Note 8 (753) (495) (612) Benefit from indemnification resolution Note 13 – – 385 Acquisitions, divestitures and sales of property: Note 2 Gain on acquisition – – 22 Acquisition-related costs (8) (2) (7) Other acquisition integration costs (9) (4) (4) Gains on divestitures (2) 13 – 8 Gains on sales of properties – 7 68 Spin-Off Costs Note 2 – (35) (62) Gain on resolution of Starbucks arbitration Note 2 – – 2,522 Cadbury Integration Program charges Note 7 – 8 (216) Effective tax rate Note 15 7.5% 13.8% 2.5% (1)To lock in an expected U.S. dollar value of approximately $5 billion related to the estimated € 4 billion cash receipt upon closing, we entered into currencyexchange forward contracts beginning in May 2014, when the transaction was announced. We recognized net gains of $405 million on these contracts during2015 and net gains of $628 million in 2014. We also monetized additional hedges during July 2015 and realized net pre-tax gains of $17 million. In connectionwith transferring the funds to our subsidiaries that deconsolidated net assets and shares, we incurred additional currency gains of $14 million in 2015. (2)Includes the 2015 divestiture of AGF and the 2013 divestures of a salty snacks business in Turkey, a confectionary business in South Africa and a chocolatebusiness in Spain and does not include the deconsolidation of our coffee businesses, which is presented separately in the table above. 27Consolidated Results of OperationsThe following discussion compares our consolidated results of operations for 2015 with 2014 and 2014 with 2013.2015 compared with 2014 For the Years Ended December 31, 2015 2014 $ change % change (in millions, except per share data) Net revenues $29,636 $34,244 $(4,608) (13.5)% Operating income 8,897 3,242 5,655 174.4% Earnings from continuing operations 7,291 2,201 5,090 231.3% Net earnings attributable to Mondelēz International 7,267 2,184 5,083 232.7% Diluted earnings per share attributable to MondelēzInternational 4.44 1.28 3.16 246.9% Net Revenues – Net revenues decreased $4,608 million (13.5%) to $29,636 million in 2015, and Organic Net Revenue (1) increased $1,131 million(3.7%) to $31,599 million. Organic Net Revenue growth from Power Brands was 5.4% and from emerging markets was 10.6%. The underlyingchanges in net revenues and Organic Net Revenue are detailed below: 2015 Change in net revenues (by percentage point) Higher net pricing 6.8pp Unfavorable volume/mix (3.1)pp Total change in Organic Net Revenue (1) 3.7% Unfavorable currency (12.6)pp Historical coffee business (2) (5.4)pp Impact of acquisitions 0.5pp Impact of accounting calendar change 0.3pp Total change in net revenues (13.5)% (1)Please see the Non-GAAP Financial Measures section at the end of this item. (2)Includes our historical global coffee business prior to the July 2, 2015 coffee business transactions. Refer to Note 2, Divestitures and Acquisitions, and Non-GAAP Financial Measures appearing later in this section for more information.Organic Net Revenue growth was driven by higher net pricing, partially offset by unfavorable volume/mix. Net pricing was up as we realized theeffects of input cost-driven pricing actions taken during the year. Higher net pricing was reflected across all segments. Unfavorable volume/mix waslargely due to price elasticity as well as strategic decisions to exit certain low-margin product lines. Unfavorable volume/mix was reflected in allsegments except North America. Unfavorable currency impacts decreased net revenues by $3,833 million, due primarily to the strength of the U.S.dollar relative to several currencies, including the euro, Brazilian real, Russian ruble, Venezuelan bolivar, Australian dollar and British pound sterling.The adjustment for deconsolidating our historical coffee business resulted in a year-over-year decrease in net revenues of $2,149 million for theyear. The July 15, 2015 acquisition of a biscuit operation in Vietnam added $128 million in incremental net revenues (constant currency basis) for theyear. The North America segment accounting calendar change resulted in a year-over-year increase in net revenues of $78 million for the year. TheFebruary 16, 2015 acquisition of the Enjoy Life Foods snack food business in North America added $37 million in incremental net revenues for theyear. 28Operating Income – Operating income increased $5,655 million (174.4%) to $8,897 million in 2015, Adjusted Operating Income (1) increased $172million (4.7%) to $3,830 million and Adjusted Operating Income on a constant currency basis (1) increased $694 million (19.0%) to $4,352 milliondue to the following: Operating Income Change (in millions) (percentage point) Operating Income for the Year Ended December 31, 2014 $3,242 Spin-Off Costs (2) 35 1.3pp 2012-2014 Restructuring Program costs (3) 459 14.9pp 2014-2018 Restructuring Program costs (3) 381 14.7pp Integration Program and other acquisition integration costs (4) (4) (0.2)pp Remeasurement of net monetary assets in Venezuela (5) 167 6.9pp Intangible asset impairment charges (6) 57 2.2pp Costs associated with the coffee business transactions (7) 77 2.9pp Operating income from historical coffee business (8) (646) (21.9)pp Reclassification of equity method investment earnings (9) (104) (4.1)pp Operating income from divestiture (10) (8) (0.3)pp Acquisition-related costs (11) 2 0.1pp Adjusted Operating Income (1) for the Year Ended December 31, 2014 $3,658 Higher net pricing 2,066 56.5pp Higher input costs (840) (23.0)pp Unfavorable volume/mix (332) (9.1)pp Higher selling, general and administrative expenses (327) (8.9)pp Change in unrealized gains/losses on hedging activities 129 3.5pp Lower VAT-related settlements (54) (1.5)pp Gain on sale of property in 2014 (7) (0.2)pp Impact of accounting calendar change (5) 37 1.0pp Impact from acquisitions (11) 20 0.6pp Other, net 2 0.1pp Total change in Adjusted Operating Income (constant currency) (1) 694 19.0% Unfavorable currency - translation (522) (14.3)pp Total change in Adjusted Operating Income (1) 172 4.7% Adjusted Operating Income (1) for the Year Ended December 31, 2015 $3,830 2012-2014 Restructuring Program costs (3) 4 0.2pp 2014-2018 Restructuring Program costs (3) (1,002) (35.0)pp Acquisition integration costs (4) (9) (0.2)pp Remeasurement of net monetary assets in Venezuela (5) (11) (0.4)pp Loss on deconsolidation of Venezuela (5) (778) (24.0)pp Intangible asset impairment charges (6) (71) (2.2)pp Costs associated with the coffee business transactions (7) (278) (10.8)pp Operating income from historical coffee business (8) 342 13.2pp Gain on the coffee business transactions (7) 6,809 210.0pp Reclassification of equity method investment earnings (9) 51 2.1pp Operating income from divestiture (10) 5 0.2pp Gain on divestiture (10) 13 0.4pp Acquisition-related costs (11) (8) (0.3)pp Operating Income for the Year Ended December 31, 2015 $8,897 174.4% 29 (1)Refer to the Non-GAAP Financial Measures section at the end of this item. (2)Refer to Note 2, Divestitures and Acquisitions, for more information on Spin-Off Costs incurred in 2014 following the 2012 Kraft Foods Group divestiture. (3)Refer to Note 6, Restructuring Programs, for more information on our 2014-2018 Restructuring Program and our 2012-2014 Restructuring Program. (4)Refer to Note 7, Integration Program and Cost Savings Initiatives , for more information on our integration costs in 2015 and 2014. (5)Refer to Note 1, Summary of Significant Accounting Policies , for more information on the loss on deconsolidation of Venezuela in 2015, remeasurements ofnet monetary assets in Venezuela in 2015 and 2014 and the accounting calendar change in 2015. (6)Refer to Note 5, Goodwill and Intangible Assets , for more information on the impairment charges recorded in 2015 and 2014 related to trademarks. (7)Refer to Note 2, Divestitures and Acquisitions , for more information on the coffee business transactions. (8)Includes our historical global coffee business prior to the July 2, 2015 divestiture. Refer to Note 2, Divestitures and Acquisitions, and Non-GAAP FinancialMeasures appearing later in this section for more information. (9)Historically, we have recorded income from equity method investments within our operating income as these investments operated as extensions of our basebusiness. Beginning in the third quarter of 2015, to align with the accounting for JDE earnings, we began to record the earnings from our equity methodinvestments in after-tax equity method investment earnings outside of operating income. In periods prior to July 2, 2015, we have reclassified the equitymethod earnings from Adjusted Operating Income to evaluate our operating results on a consistent basis. (10)Includes the divestiture of AGF that closed on April 23, 2015 and does not include the deconsolidation of our coffee businesses. The divestiture of AGFgenerated a pre-tax gain of $13 million and after-tax loss of $9 million in the second quarter. Refer to Note 2, Divestitures and Acquisitions , and Non-GAAPFinancial Measures appearing later in this section for more information. (11)Refer to Note 2, Divestitures and Acquisitions , for more information on the acquisitions of a biscuit operation in Vietnam and Enjoy Life Foods.During 2015, higher net pricing outpaced increased input costs. Higher net pricing, due to input-cost driven pricing actions taken during the year, wasreflected across all segments. The increase in input costs was driven by higher raw material costs, in part due to higher currency exchangetransaction costs on imported materials, partially offset by lower manufacturing costs. Unfavorable volume/mix was reflected across all segments.Total selling, general and administrative expenses decreased $880 million from 2014, due to a number of factors noted in the table above, includingin part, a favorable currency impact, the adjustment for deconsolidating our historical coffee business, lower devaluation charges related to our netmonetary assets in Venezuela and the absence of 2012-2014 Restructuring Program costs. The decreases were partially offset by increases fromhigher costs incurred for the 2014-2018 Restructuring Program, costs associated with the coffee business transactions, lower value-added tax(“VAT”)-related settlements, the reclassification of equity method investment earnings, the impact of acquisitions and a gain on a sale of property in2014.Excluding the factors noted above, selling, general and administrative expenses increased $327 million from 2014. The increase was driven primarilyby higher advertising and consumer promotions support, particularly behind our Power Brands.Excluding the portion related to deconsolidating our historical coffee business, the change in unrealized gains / (losses) increased operating incomeby $129 million in 2015. In 2015, the net unrealized gains on currency and commodity hedging activity were $56 million ($96 million including coffeerelated activity), as compared to net unrealized losses of $73 million ($112 million including coffee related activity) in 2014 related to currency andcommodity hedging activity. We recorded a benefit of $30 million in 2015 from VAT-related settlements in Latin America as compared to $84 millionin 2014.Unfavorable currency impacts decreased operating income by $522 million, due primarily to the strength of the U.S. dollar relative to mostcurrencies, including the euro, Brazilian real, Venezuelan bolivar, British pound sterling, Australian dollar and Russian ruble.Operating income margin increased from 9.5% in 2014 to 30.0% in 2015. The increase in operating income margin was driven primarily by the pre-tax gain on the coffee business transactions, an increase in our Adjusted Operating Income margin, the absence of 2012-2014 RestructuringProgram costs and lower devaluation charges related to our net monetary assets in Venezuela. The items that increased operating income marginwere partially offset by the loss on deconsolidation of Venezuela, higher costs incurred for the 2014-2018 Restructuring Program and costsassociated with the coffee business transactions. Adjusted Operating Income margin increased from 12.0% in 2014 to 13.7% in 2015. The increasein Adjusted Operating Income margin was driven primarily by improved gross margin, reflecting productivity efforts and the year-over-year favorableimpact of unrealized gains / (losses) on currency and commodity hedging activities, and improved overhead leverage from cost reduction programs,partially offset by increased advertising and consumer promotions support. 30Net Earnings and Earnings per Share Attributable to Mondelēz International – Net earnings attributable to Mondelēz International of $7,267 millionincreased by $5,083 million (232.7%) in 2015. Diluted EPS attributable to Mondelēz International was $4.44 in 2015, up $3.16 (246.9%) from 2014.Adjusted EPS (1) was $1.75 in 2015, flat to 2014. Adjusted EPS on a constant currency basis (1) was $2.08 in 2015, up $0.33 (18.9%) from 2014. Diluted EPS Diluted EPS Attributable to Mondelēz International for the Year Ended December 31, 2014 $1.28 Spin-Off Costs (2) 0.01 2012-2014 Restructuring Program costs (3) 0.21 2014-2018 Restructuring Program costs (3) 0.16 Integration Program and other acquisition integration costs (4) – Remeasurement of net monetary assets in Venezuela (5) 0.09 Intangible asset impairment charges (6) 0.02 (Income) / costs associated with the coffee business transactions (7) (0.19) Net earnings from divestiture (8) (0.01) Acquisition-related costs (9) – Loss on debt extinguishment and related expenses (10) 0.18 Adjusted EPS (1) for the Year Ended December 31, 2014 $1.75 Increase in operations 0.25 Decrease in operations from historical coffee business and equity method investments (11) (0.08) Change in unrealized gains / (losses) on hedging activities 0.06 Impact of acquisitions (9) 0.01 Impact of accounting calendar change (5) 0.01 Gain on sale of property in 2014 – Lower VAT-related settlements (0.03) Lower interest and other expense, net (12) 0.06 Changes in shares outstanding (13) 0.08 Changes in income taxes (14) (0.03) Adjusted EPS (constant currency) (1) for the Year Ended December 31, 2015 $2.08 Unfavorable currency - translation (0.33) Adjusted EPS (1) for the Year Ended December 31, 2015 $1.75 2012-2014 Restructuring Program costs (3) – 2014-2018 Restructuring Program costs (3) (0.45) Acquisition integration costs (4) – Remeasurement of net monetary assets in Venezuela (5) (0.01) Loss on deconsolidation of Venezuela (5) (0.48) Intangible asset impairment charges (6) (0.03) Income / (costs) associated with the coffee business transactions (7) 0.01 Gain on the coffee business transactions (7) 4.05 Loss related to interest rate swaps (15) (0.01) Net earnings from divestiture (8) (0.02) Loss on divestiture (8) (0.01) Equity method investee acquisition-related and other adjustments (16) (0.07) Acquisition-related costs (9) – Loss on debt extinguishment and related expenses (10) (0.29) Diluted EPS Attributable to Mondelēz International for the Year Ended December 31, 2015 $4.44 31 (1)Refer to the Non-GAAP Financial Measures section at the end of this item. (2)Refer to Note 2, Divestitures and Acquisitions, for more information on Spin-Off Costs incurred in 2014 following the 2012 Kraft Foods Group divestiture. (3)Refer to Note 6, Restructuring Programs , for more information on our 2014-2018 Restructuring Program and our 2012-2014 Restructuring Program. (4)Refer to Note 7, Integration Program and Cost Savings Initiatives , for more information on our integration costs in 2015 and 2014. (5)Refer to Note 1, Summary of Significant Accounting Policies , for more information on the loss on deconsolidation of Venezuela in 2015, remeasurements ofnet monetary assets in Venezuela in 2015 and 2014 and the accounting calendar change in 2015. (6)Refer to Note 5, Goodwill and Intangible Assets , for more information on the impairment charges recorded in 2015 and 2014 related to trademarks. (7)Refer to Note 2, Divestitures and Acquisitions , for more information on the coffee business transactions. Net gains of $436 million in 2015 and $628 million in2014 on the currency hedges related to the coffee business transactions were recorded in interest and other expense, net and are included in the income /(costs) associated with the coffee business transactions of $0.01 in 2015 and $(0.19) in 2014 above. (8)Includes the divestiture of AGF that closed on April 23, 2015 and does not include deconsolidation of our coffee businesses. The divestiture of AGF generateda pre-tax gain of $13 million and after-tax loss of $9 million in the second quarter. Refer to Note 2, Divestitures and Acquisitions , and Non-GAAP FinancialMeasures appearing later in this section for more information. (9)Refer to Note 2, Divestitures and Acquisitions , for more information on the acquisitions of a biscuit operation in Vietnam and Enjoy Life Foods. (10)Refer to Note 8, Debt and Borrowing Arrangements , for more information on our loss on debt extinguishment and related expenses in connection with ourdebt tender offers in March 2015 and February 2014. (11)Includes our historical coffee business results and equity earnings from JDE and our other equity method investees. Refer to Note 2, Divestitures andAcquisitions , and Non-GAAP Financial Measures appearing later in this section for more information. (12)Excludes the favorable currency impact on interest expense related to our non-U.S. dollar-denominated debt which is included in currency translation. (13)Refer to Note 11, Stock Plans , for more information on our equity compensation programs and share repurchase program and Note 16, Earnings Per Share ,for earnings per share weighted-average share information. (14)Refer to Note 15, Income Taxes , for more information on the change in our income taxes and effective tax rate. (15)Refer to Note 9, Financial Instruments , for more information on our interest rate swaps, which we no longer designate as cash flow hedges during the threemonths ended March 31, 2015 due to a change in financing and hedging plans. (16)Includes our proportionate share of unusual or infrequent items, such as acquisition and divestiture-related costs and restructuring program costs, recorded byour JDE equity method investee. 322014 compared with 2013 For the Years Ended December 31, 2014 2013 $ change % change (in millions, except per share data) Net revenues $34,244 $35,299 $(1,055) (3.0)% Operating income 3,242 3,971 (729) (18.4)% Earnings from continuing operations 2,201 2,332 (131) (5.6)% Net earnings attributable to Mondelēz International 2,184 3,915 (1,731) (44.2)% Diluted earnings per share from continuing operations attributable to Mondelēz International 1.28 1.29 (0.01) (0.8)% Diluted earnings per share attributable to Mondelēz International 1.28 2.19 (0.91) (41.6)% Net Revenues – Net revenues decreased $1,055 million (3.0%) to $34,244 million in 2014, and Organic Net Revenue (1) increased $785 million(2.5%) to $32,080 million. Organic Net Revenue growth from Power Brands was 4.4% and from emerging markets was 7.3%. The underlyingchanges in net revenues and Organic Net Revenue are detailed below: 2014 Change in net revenues (by percentage point) Higher net pricing 5.1pp Unfavorable volume/mix (2.6)pp Total change in Organic Net Revenue (1) 2.5% Unfavorable currency (5.2)pp Historical coffee business (2) – Impact of divestitures (3) (0.3)pp Impact of accounting calendar change (0.1)pp Impact of acquisition 0.1pp Total change in net revenues (3.0)% (1)Please see the Non-GAAP Financial Measures section at the end of this item. (2)Includes our historical global coffee business prior to the July 2, 2015 coffee business transactions. Refer to Note 2, Divestitures and Acquisitions , and Non-GAAP Financial Measures appearing later in this section for more information. (3)Includes the 2013 divestures of a salty snacks business in Turkey, a confectionary business in South Africa and a chocolate business in Spain and does notinclude the deconsolidation of our coffee businesses. Refer to Note 2, Divestitures and Acquisitions , and Non-GAAP Financial Measures appearing later inthis section for more information.Organic Net Revenue growth was driven by higher net pricing, partially offset by unfavorable volume/mix. Overall, net pricing was up as we realizedthe effects of input cost-driven pricing actions implemented over the course of the year. Higher net pricing was reflected primarily in Latin America,EEMEA, Europe and Asia Pacific. Unfavorable volume/mix was driven primarily by Europe, Asia Pacific and Latin America. In addition to priceelasticity, the decline was largely due to a slow response by competitors to higher input costs as well as the impact of price-related customerdisruptions in Europe. Unfavorable currency impacts decreased net revenues by $1,626 million, due primarily to the devaluation of the Venezuelanbolivar and the strength of the U.S. dollar relative to several currencies, including the Argentinean peso, Brazilian real, Russian ruble, Australiandollar and Ukrainian hryvnya, partially offset by the strength of the British pound sterling relative to the U.S. dollar. Our historical coffee businessrecorded a year-over-year decrease in net revenues of $128 million for the year. The impact of divestitures completed in 2013, including a saltysnacks business in Turkey, a confectionery business in South Africa and a chocolate business in Spain, resulted in a year-over-year decrease in netrevenues of $70 million. The accounting calendar change made in Europe in 2013 resulted in a year-over-year decrease in net revenues of $30million. The acquisition of a biscuit operation in Morocco on February 22, 2013 added $14 million in incremental net revenues in 2014 for the periodprior to the anniversary date of the acquisition. 33Operating Income – Operating income decreased $729 million (18.4%) to $3,242 million in 2014, Adjusted Operating Income (1) increased $198million (5.7%) to $3,658 million and Adjusted Operating Income on a constant currency basis (1) increased $446 million (12.9%) to $3,906 milliondue to the following: Operating Income Change (in millions) (percentage point) Operating Income for the Year Ended December 31, 2013 $3,971 Spin-Off Costs (2) 62 2.3pp 2012-2014 Restructuring Program costs (3) 330 11.4pp Integration Program and other acquisition integration costs (4) 220 7.2pp Benefit from indemnification resolution (5) (336) (11.5)pp Remeasurement of net monetary assets in Venezuela (6) 54 1.6pp Operating income from historical coffee business (7) (700) (17.7)pp Reclassification of equity method earnings (8) (101) (2.6)pp Gains on acquisition and divestitures, net (2) (30) (0.7)pp Operating income from divestitures (9) (12) (0.3)pp Acquisition-related costs (2) 2 – Adjusted Operating Income (1) for the Year Ended December 31, 2013 $3,460 Higher net pricing 1,582 45.8pp Higher input costs (971) (28.1)pp Unfavorable volume/mix (384) (11.1)pp Lower selling, general and administrative expenses 306 8.9pp Change in unrealized gains / (losses) on hedging activities (116) (3.3)pp Gains on sale of property in 2013 (2) (68) (2.0)pp VAT-related settlements 84 2.4pp Gains on sale of property in 2014 (2) 7 0.2pp Impact from acquisition (2) 3 0.1pp Other, net 3 – Total change in Adjusted Operating Income (constant currency) (1) 446 12.9% Unfavorable currency - translation (248) (7.2)pp Total change in Adjusted Operating Income (1) 198 5.7% Adjusted Operating Income (1) for the Year Ended December 31, 2014 $3,658 Spin-Off Costs (2) (35) (1.2)pp 2012-2014 Restructuring Program costs (3) (459) (14.3)pp 2014-2018 Restructuring Program costs (3) (381) (12.2)pp Integration Program and other acquisition integration costs (4) 4 0.1pp Remeasurement of net monetary assets in Venezuela (6) (167) (5.2)pp Intangible asset impairment charges (10) (57) (2.0)pp Costs associated with the coffee business transactions (11) (77) (2.5)pp Operating income from historical coffee business (7) 646 19.9pp Reclassification of equity method earnings (8) 104 3.3pp Operating income from divestitures (9) 8 0.3pp Acquisition-related costs (2) (2) – Operating Income for the Year Ended December 31, 2014 $3,242 (18.4)% (1)Refer to the Non-GAAP Financial Measures section at the end of this item. (2)Refer to Note 2, Divestitures and Acquisitions , for more information on Spin-Off Costs incurred in 2014 and 2013 following the 2012 Kraft Foods Groupdivestiture, divestitures and an acquisition in 2013 and other property sales in 2014 and 2013. (3)Refer to Note 6, Restructuring Programs , for more information on our 2014-2018 Restructuring Program and our 2012-2014 Restructuring Program. 34 (4)Refer to Note 7, Integration Program and Cost Savings Initiatives , for more information on our integration costs in 2014 and 2013. (5)See Note 13, Commitments and Contingencies , for information on the resolution of the Cadbury acquisition-related indemnification. (6)Refer to Note 1, Summary of Significant Accounting Policies , for more information on the remeasurements of net monetary assets in Venezuela in 2014 and2013. (7)Includes our historical global coffee business prior to the July 2, 2015 coffee business transactions. Refer to Note 2, Divestitures and Acquisitions, and Non-GAAP Financial Measures appearing later in this section for more information. (8)Historically, we have recorded income from equity method investments within our operating income as these investments operated as extensions of our basebusiness. Beginning in the third quarter of 2015, to align with the accounting for JDE earnings, we began to record the earnings from our equity methodinvestments in after-tax equity method investment earnings outside of operating income. In periods prior to July 2, 2015, we have reclassified the equitymethod earnings from Adjusted Operating Income to evaluate our operating results on a consistent basis. (9)Includes the 2013 divestures of a salty snacks business in Turkey, a confectionary business in South Africa and a chocolate business in Spain and the 2013acquisition of a biscuit operation in Morocco and does not include the deconsolidation of our coffee businesses. Refer to Note 2, Divestitures and Acquisitions, and Non-GAAP Financial Measures appearing later in this section for more information. (10)Refer to Note 5, Goodwill and Intangible Assets , for information on the impairment charges in 2014 recorded related to two trademarks. (11)Refer to Note 2, Divestitures and Acquisitions , for more information on the coffee business transactions.During 2014, higher net pricing outpaced increased input costs. Higher net pricing was reflected across all segments. The increase in input costswas driven by higher raw material costs, in part due to higher currency exchange transaction costs on imported materials, partially offset by lowermanufacturing costs. Unfavorable volume/mix was driven by Latin America, Asia Pacific, Europe and EEMEA, partially offset by gains in NorthAmerica.Total selling, general and administrative expenses decreased $222 million from 2013, due to a number of factors noted in the table above, includingin part, a favorable currency impact, lower Integration Program costs, VAT-related settlements in 2014, lower costs associated with our historicalcoffee business, lower Spin-Off Costs, 2013 business divestitures and a gain on a sale of property in 2014. These decreases were more than offsetby increases from a 2013 benefit received related to the resolution of a Cadbury acquisition indemnification, increased devaluation charges relatedto our net monetary assets in Venezuela, costs incurred for the 2014-2018 Restructuring Program, costs related to the coffee business transactions,gains on property sales in 2013 and higher 2012-2014 Restructuring Program costs.Excluding the factors noted above, selling, general and administrative expenses decreased $306 million from 2013, driven primarily by loweroverhead costs and lower advertising and consumer promotion costs. Overhead costs fell as a result of continued cost reduction efforts. Advertisingand consumer promotion costs were lower due primarily to savings from consolidating media providers, reductions in non-working media costs andefficiencies gained by shifting spending to lower-cost, digital media outlets, while we increased our spending on our Power Brands and maintainedworking media spending.Excluding the portion related to deconsolidating our historical coffee business, the change in unrealized gains / (losses) decreased operating incomeby $116 million in 2014. In 2014, the net unrealized losses on primarily commodity hedging activity were $73 million ($112 million including coffee-related activity), as compared to net unrealized gains of $43 million in 2013 ($62 million including coffee-related activity) related to currency andcommodity hedging activity. In 2013, we recorded pre-tax gains of $68 million related to sales of properties in India and Europe. In 2014, werecorded a benefit of $84 million related to VAT-related settlements in Latin America. In 2014, we recorded a pre-tax gain of $7 million related to thesale of a property in Europe. The acquisition of a biscuit operation in Morocco on February 22, 2013 added $3 million in incremental operatingincome in 2014 for the period prior to the anniversary of the acquisition.Unfavorable currency impacts decreased operating income by $248 million, due primarily to the devaluation of the Venezuelan bolivar in 2013 and2014 and the strength of the U.S. dollar relative to several currencies, including the Argentinean peso, Brazilian real, Australian dollar, Russian rubleand Canadian dollar, partially offset by the strength of the British pound sterling relative to the U.S. dollar.Operating income margin decreased from 11.2% in 2013 to 9.5% in 2014. The decrease in operating income margin was driven primarily by costsincurred for the 2014-2018 Restructuring Program, the year-over-year negative impact of the benefit from the resolution of the Cadbury acquisition-related indemnification recorded in 2013, higher costs for the 2012-2014 Restructuring Program, the impact from the devaluation of our net monetaryassets in Venezuela and costs incurred associated with the coffee business transactions, partially offset by an increase in our Adjusted OperatingIncome margin and lower Integration Program costs. Adjusted Operating Income margin increased from 11.0% in 2013 to 12.0% in 2014. Theincrease in Adjusted Operating Income margin was driven primarily by lower overhead costs from continued cost reduction efforts and loweradvertising and consumer promotion costs due primarily to productivity initiatives, partially offset by a decline in gross profit margin due entirely tothe unfavorable impact of unrealized gains / (losses) on currency and commodity hedging activities. 35Net Earnings and Earnings per Share Attributable to Mondelēz International – Net earnings attributable to Mondelēz International of $2,184 million in2014 decreased by $1,731 million (44.2%) due primarily to the results of the discontinued operations in the prior year. Diluted EPS from continuingoperations attributable to Mondelēz International was $1.28 in 2014, down $0.01 (0.8%) from $1.29 in 2013. Adjusted EPS (1) was $1.75 in 2014, up$0.21 (13.6%) from $1.54 in 2013. Adjusted EPS on a constant currency basis (1) was $1.89 in 2014, up $0.35 (22.7%) from $1.54 in 2013. Diluted EPS Diluted EPS Attributable to Mondelēz International for the Year Ended December 31, 2013 $2.19 Discontinued operations 0.90 Diluted EPS Attributable to Mondelēz International from Continuing Operations for the Year Ended December 31, 2013 $1.29 Spin-Off Costs (2) 0.02 2012-2014 Restructuring Program costs (3) 0.14 Integration Program and other acquisition integration costs (4) 0.10 Net benefit from indemnification resolution (5) (0.20) Remeasurement of net monetary assets in Venezuela (6) 0.03 Gains on acquisition and divestitures, net (2) (0.04) Net earnings from divestitures (2) – Acquisition-related costs (2) – Loss on debt extinguishment and related expenses (7) 0.22 Residual tax benefit impact due to resolution of Starbucks arbitration (2) (0.02) Adjusted EPS (1) for the Year Ended December 31, 2013 $1.54 Increase in operations 0.24 Change in unrealized gains / (losses) on hedging activities (0.05) Gain on sale of property in 2013 (2) (0.03) VAT-related settlements 0.04 Gain on sale of property in 2014 (2) – Lower interest and other expense, net (8) 0.07 Changes in shares outstanding (9) 0.08 Changes in income taxes (10) – Adjusted EPS (constant currency) (1) for the Year Ended December 31, 2014 $1.89 Unfavorable currency - translation (0.14) Adjusted EPS (1) for the Year Ended December 31, 2014 $1.75 Spin-Off Costs (2) (0.01) 2012-2014 Restructuring Program costs (3) (0.21) 2014-2018 Restructuring Program costs (3) (0.16) Integration Program and other acquisition integration costs (4) – Remeasurement of net monetary assets in Venezuela (6) (0.09) Income / (costs) associated with the coffee business transactions (2) 0.19 Net earnings from divestitures (2) 0.01 Intangible asset impairment charges (11) (0.02) Loss on debt extinguishment and related expenses (7) (0.18) Diluted EPS Attributable to Mondelēz International for the Year Ended December 31, 2014 $1.28 36 (1)Refer to the Non-GAAP Financial Measures section at the end of this item. (2)Refer to Note 2, Divestitures and Acquisitions , for more information on Spin-Off Costs following the 2012 Kraft Foods Group divestiture, the resolution of theStarbucks arbitration, the Coffee Business Transactions , other divestitures, an acquisition and other property sales. Note the $628 million unrealized gain onthe currency hedges related to the JDE coffee transactions was recorded in interest and other expense, net and is included in the income /(costs) associatedwith the JDE coffee transactions of $0.19 above. (3)Refer to Note 6, Restructuring Programs , for more information on our 2014-2018 Restructuring Program and our 2012-2014 Restructuring Program. (4)Refer to Note 7, Integration Program and Cost Savings Initiatives , for information on our Cadbury acquisition integration program and other acquisitionintegration charges. (5)Refer to Note 13, Commitments and Contingencies , for more information on the benefit related to the resolution of a Cadbury acquisition indemnification in2013. (6)Refer to Note 1, Summary of Significant Accounting Policies—Currency Translation and Highly Inflationary Accounting , for more information on theremeasurements of net monetary assets in Venezuela in 2014 and 2013. (7)Refer to Note 8, Debt and Borrowing Arrangements , for more information on our loss on debt extinguishment and related expenses in connection with ourdebt tender offers in February 2014 and December 2013. (8)Excludes the favorable currency impact on interest expense related to our non-U.S. dollar denominated debt which is included in currency translation. (9)Refer to Note 11, Stock Plans , and Note 12, Capital Stock , for more information on our equity compensation programs and share repurchase program andNote 16, Earnings Per Share , for earnings per share weighted-average share information. (10)Refer to Note 15, Income Taxes , for more information on the change in our income taxes and effective tax rate. (11)Refer to Note 5, Goodwill and Intangible Assets , for more information on the impairment charges in 2014 recorded related to two trademarks.Results of Operations by Reportable SegmentOur operations and management structure are organized into five reportable operating segments: • Latin America • Asia Pacific • EEMEA • Europe • North AmericaWe manage our operations by region to leverage regional operating scale, manage different and changing business environments more effectivelyand pursue growth opportunities as they arise in our key markets. Our regional management teams have responsibility for the business, productcategories and financial results in the regions.Historically, we have recorded income from equity method investments within our operating income as these investments operated as extensions ofour base business. Beginning in the third quarter of 2015, to align with the accounting for our deconsolidated coffee business and related investmentin JDE, we began to record the earnings from our equity method investments in after-tax equity method investment earnings outside of segmentoperating income. For the six months ended December 31, 2015, after-tax equity method investment net earnings were less than $1 million on acombined basis. Earnings from equity method investments through July 2, 2015 recorded within segment operating income were $49 million in AsiaPacific, $3 million in EEMEA and $4 million in North America. For the year ended December 31, 2014 these earnings were $98 million in AsiaPacific, $6 million in EEMEA and $9 million in North America. For the year ended December 31, 2013 these earnings were $99 million in AsiaPacific, $7 million in EEMEA and $1 million in North America. See Note 1, Summary of Significant Accounting Policies – Principles of Consolidation ,for additional information.In 2015, we also began to report stock-based compensation for our corporate employees, which was previously reported within our North Americaregion, within general corporate expenses. We reclassified $32 million of corporate stock-based compensation expense out of the North Americasegment in 2015.We use segment operating income to evaluate segment performance and allocate resources. We believe it is appropriate to disclose this measure tohelp investors analyze segment performance and trends. See Note 17, Segment Reporting, for additional information on our segments and ItemsAffecting Comparability of Financial Results earlier in this section for items affecting our segment operating results. 37Our segment net revenues and earnings for the following historical periods were: For the Years Ended December 31, 2015 2014 2013 (in millions) Net revenues: Latin America (1) $4,988 $5,153 $5,382 Asia Pacific (1) 4,360 4,605 4,952 EEMEA (1) 2,786 3,638 3,915 Europe (1) 10,528 13,912 14,059 North America 6,974 6,936 6,991 Net revenues $29,636 $34,244 $35,299 (1)On July 2, 2015, as part of the JDE coffee transactions, we deconsolidated our global coffee businesses primarily from our Europe, EEMEA and Asia Pacificsegments. The impact of deconsolidating our coffee businesses on July 2, 2015 was $1,699 million in Europe, $413 million in EEMEA, $32 million in AsiaPacific and $5 million in Latin America on a year-over-year basis. Refer to Note 2, Divestitures and Acquisitions – Coffee Business Transactions , for moreinformation. For the Years Ended December 31, 2015 2014 2013 (in millions) Earnings from continuing operations before income taxes: Operating income: Latin America $485 $475 $570 Asia Pacific 268 385 512 EEMEA 194 327 379 Europe 1,277 1,770 1,699 North America 1,105 922 889 Unrealized gains / (losses) on hedging activities 96 (112) 62 General corporate expenses (383) (317) (287) Amortization of intangibles (181) (206) (217) Benefit from indemnification resolution – – 336 Gains on coffee business transactions and divestitures 6,822 – 30 Loss on deconsolidation of Venezuela (778) – – Acquisition-related costs (8) (2) (2) Operating income 8,897 3,242 3,971 Interest and other expense, net (1,013) (688) (1,579) Earnings from continuing operations before income taxes $7,884 $2,554 $2,392 38Latin America For the Years Ended December 31, 2015 2014 $ change % change (in millions) Net revenues $4,988 $5,153 $(165) (3.2)% Segment operating income 485 475 10 2.1% For the Years Ended December 31, 2014 2013 $ change % change (in millions) Net revenues $5,153 $5,382 $(229) (4.3)% Segment operating income 475 570 (95) (16.7)% 2015 compared with 2014:Net revenues decreased $165 million (3.2%), due to unfavorable currency (23.0 pp), unfavorable volume/mix (8.2 pp) and the adjustment fordeconsolidating our historical coffee business (0.1 pp), partially offset by higher net pricing (28.1 pp). Unfavorable currency impacts were dueprimarily to the strength of the U.S. dollar relative to most currencies in the region, including the Brazilian real, Venezuelan bolivar, Mexican pesoand Argentinean peso. Unfavorable volume/mix was largely due to the impact of pricing-related elasticity as well as strategic decisions to exit certainlow-margin product lines. Unfavorable volume/mix was driven by declines in refreshment beverages, cheese & grocery, chocolate and biscuits,partially offset by gains in gum & candy. The adjustment for deconsolidating our historical coffee business resulted in a year-over-year decrease innet revenues of $5 million. Higher net pricing was reflected across all categories. Both the unfavorable volume/mix and higher net pricing weredriven primarily by the higher inflationary countries of Venezuela and Argentina, as well as Brazil.Segment operating income increased $10 million (2.1%), primarily due to higher net pricing, higher remeasurement losses in 2014 related to our netmonetary assets in Venezuela, lower manufacturing costs and the absence of 2012-2014 Restructuring Program costs. These favorable items werepartially offset by higher raw material costs, unfavorable currency, unfavorable volume/mix, higher other selling, general and administrative expenses(including lower year-over-year VAT-related settlements), higher advertising and consumer promotion costs and higher costs incurred for the 2014-2018 Restructuring Program and an intangible asset impairment charge in 2015 related to a biscuit trademark.2014 compared with 2013:Net revenues decreased $229 million (4.3%), due to unfavorable currency (19.4 pp) and unfavorable volume/mix (4.2 pp), partially offset by highernet pricing (19.3 pp). Unfavorable currency impacts were due primarily to the Venezuelan bolivar devaluation and the strength of the U.S. dollarrelative to the Argentinean peso and Brazilian real. Unfavorable volume/mix was driven by declines in all categories except biscuits. In addition,unfavorable volume/mix was driven primarily by Mexico, Venezuela and Argentina, partially offset by gains in Brazil and the Western Andeancountries. Higher net pricing was reflected primarily in the higher inflationary countries of Venezuela and Argentina, as well as in Brazil and Mexico.Segment operating income decreased $95 million (16.7%), primarily due to higher raw material costs, unfavorable currency, unfavorablevolume/mix, the year-over-year net impact from the remeasurement of net monetary assets in Venezuela, costs incurred for the 2014-2018Restructuring Program and higher advertising and consumer promotion costs. These unfavorable items were partially offset by higher net pricing,lower manufacturing costs, the absence of Integration Program costs in 2014, lower other selling, general and administrative expenses (including$84 million related primarily to VAT-related settlements) and lower 2012-2014 Restructuring Program costs. 39Asia Pacific For the Years Ended December 31, 2015 2014 $ change % change (in millions) Net revenues $4,360 $4,605 $(245) (5.3)% Segment operating income 268 385 (117) (30.4)% For the Years Ended December 31, 2014 2013 $ change % change (in millions) Net revenues $4,605 $4,952 $(347) (7.0)% Segment operating income 385 512 (127) (24.8)% 2015 compared with 2014:Net revenues decreased $245 million (5.3%), due to unfavorable currency (9.2 pp), unfavorable volume/mix (2.2 pp) and the adjustment fordeconsolidating our historical coffee business (0.6 pp), partially offset by higher net pricing (3.9 pp) and the impact of an acquisition (2.8 pp).Unfavorable currency impacts were due primarily to the strength of the U.S. dollar relative to most currencies in the region, including the Australiandollar, Indian rupee and Japanese yen. Unfavorable volume/mix was due largely to the impact of pricing-related elasticity as well as strategicdecisions to exit certain low-margin product lines. Unfavorable volume/mix was driven by declines in all categories except gum and biscuits. Theadjustment for deconsolidating our historical coffee business resulted in a year-over-year decrease in net revenues of $32 million. Higher net pricingwas reflected across all categories except refreshment beverages. The acquisition of a biscuit operation in Vietnam in July 2015 added net revenuesof $128 million (constant currency basis).Segment operating income decreased $117 million (30.4%), primarily due to higher costs incurred for the 2014-2018 Restructuring Program, higherraw material costs, higher advertising and consumer promotion costs, unfavorable currency, the reclassification of equity method investmentearnings, unfavorable volume/mix, higher other selling, general and administrative expenses (including a phase-out of a local tax incentive program),the adjustment for deconsolidating our historical coffee business and other divestiture, other acquisition-related integration costs and costsassociated with the coffee business transactions. These unfavorable items were partially offset by higher net pricing, lower manufacturing costs, theabsence of 2012-2014 Restructuring Program costs, the impact of the Vietnam acquisition and lower intangible asset impairment charges (related tocandy and biscuit trademarks in 2015 and a biscuit trademark in 2014).2014 compared with 2013:Net revenues decreased $347 million (7.0%), due to unfavorable volume/mix (5.7 pp), unfavorable currency (4.3 pp) and a decrease in our historicalcoffee business (0.4 pp), partially offset by higher net pricing (3.4 pp). Unfavorable volume/mix was driven by declines in all categories except gum.Unfavorable currency impacts were due primarily to the strength of the U.S. dollar relative to the Australian dollar, Indian rupee, Indonesian rupiahand Japanese yen. A decline in our historical coffee business resulted in a $28 million decrease in net revenues. Higher net pricing was reflectedacross all categories except gum and candy.Segment operating income decreased $127 million (24.8%), primarily due to higher raw material costs, unfavorable volume/mix, an intangible assetimpairment charge related to a biscuit trademark, higher 2012-2014 Restructuring Program costs, costs incurred for the 2014-2018 RestructuringProgram, the impact of our historical coffee business and unfavorable currency. These unfavorable items were partially offset by higher net pricing,lower manufacturing costs, lower advertising and consumer promotion costs, the absence of Integration Program costs in 2014 and lower otherselling, general and administrative expenses (including an unfavorable year-over-year impact from the 2013 gain on a sale of property in India). 40EEMEA For the Years Ended December 31, 2015 2014 $ change % change (in millions) Net revenues $2,786 $3,638 $(852) (23.4)% Segment operating income 194 327 (133) (40.7)% For the Years Ended December 31, 2014 2013 $ change % change (in millions) Net revenues $3,638 $3,915 $(277) (7.1)% Segment operating income 327 379 (52) (13.7)% 2015 compared with 2014:Net revenues decreased $852 million (23.4%), due to unfavorable currency (20.7 pp), the adjustment for deconsolidating our historical coffeebusiness (8.7 pp) and unfavorable volume/mix (5.4 pp), partially offset by higher net pricing (11.4 pp). Unfavorable currency impacts were due to thestrength of the U.S. dollar relative to most currencies in the region, primarily the Russian ruble, Ukrainian hryvnya and South African rand. Theadjustment for deconsolidating our historical coffee business resulted in a year-over-year decrease in net revenues of $413 million. Unfavorablevolume/mix was driven by declines in all categories except biscuits. Higher net pricing was reflected across all categories.Segment operating income decreased $133 million (40.7%), primarily due to higher raw material costs, the adjustment for deconsolidating ourhistorical coffee business, higher costs incurred for the 2014-2018 Restructuring Program, unfavorable currency, higher advertising and consumerpromotion costs, unfavorable volume/mix, higher other selling, general and administrative expenses and costs associated with the coffee businesstransactions. These unfavorable items were partially offset by higher net pricing, lower manufacturing costs and the absence of 2012-2014Restructuring Program costs.2014 compared with 2013:Net revenues decreased $277 million (7.1%), due to unfavorable currency (11.2 pp), unfavorable mix (0.7 pp), a decrease in our historical coffeebusiness (0.6 pp) and the impact of divestitures (0.6 pp), partially offset by higher net pricing (5.6 pp) and the impact of the February 2013acquisition of a biscuit operation in Morocco (0.4 pp). Unfavorable currency impacts were due to the strength of the U.S. dollar relative to mostcurrencies in the region, primarily the Russian ruble, Ukrainian hryvnya, South African rand and Turkish lira. Unfavorable volume/mix was driven bydeclines in chocolate and refreshment beverages, partially offset by gains in biscuits, gum & candy and cheese & grocery. A decline in our historicalcoffee business resulted in a $71 million decrease in net revenues. Divestitures completed in 2013 resulted in a $20 million decline in net revenues.Higher net pricing was reflected across all categories except refreshment beverages. The acquisition of a biscuit operation in Morocco in February2013 added $14 million in incremental net revenues for 2014 for the period prior to the anniversary date of the acquisition.Segment operating income decreased $52 million (13.7%), primarily due to higher raw material costs, higher 2012-2014 Restructuring Programcosts, unfavorable currency, costs incurred for the 2014-2018 Restructuring Program, the impact of our historical coffee business, unfavorablevolume/mix and costs associated with the JDE coffee transactions. These unfavorable items were partially offset by higher net pricing, lowermanufacturing costs, lower Integration Program and other acquisition integration costs, lower advertising and consumer promotion costs and theimpact of 2013 divestitures. 41Europe For the Years Ended December 31, 2015 2014 $ change % change (in millions) Net revenues $10,528 $13,912 $(3,384) (24.3)% Segment operating income 1,277 1,770 (493) (27.9)% For the Years Ended December 31, 2014 2013 $ change % change (in millions) Net revenues $13,912 $14,059 $(147) (1.0)% Segment operating income 1,770 1,699 71 4.2% 2015 compared with 2014:Net revenues decreased $3,384 million (24.3%), due to unfavorable currency (13.6 pp), the adjustment for deconsolidating our historical coffeebusiness (8.8 pp) and unfavorable volume/mix (2.7 pp), partially offset by higher net pricing (0.8 pp). Unfavorable currency impacts primarilyreflected the strength of the U.S. dollar against most currencies in the region, including the euro and British pound sterling. The adjustment fordeconsolidating our historical coffee business resulted in a year-over-year decrease in net revenues of $1,699 million. Unfavorable volume/mix waslargely due to the impact of pricing-related elasticity as well as strategic decisions to exit certain low-margin product lines. Unfavorable volume/mixwas driven by declines in chocolate, gum, refreshment beverages and cheese & grocery, partially offset by gains in biscuits and candy. Higher netpricing was driven by chocolate, partially offset by lower net pricing in biscuits, cheese & grocery, gum & candy and refreshment beverages.Segment operating income decreased $493 million (27.9%), primarily due to unfavorable currency, the adjustment for deconsolidating our historicalcoffee business, higher costs incurred for the 2014-2018 Restructuring Program, costs associated with the coffee business transactions, unfavorablevolume/mix, higher raw material costs, higher advertising and consumer promotion costs and higher intangible asset impairment charges related to acandy trademark. These unfavorable items were partially offset by the lower manufacturing costs, absence of 2012-2014 Restructuring Programcosts, higher net pricing and lower other selling, general and administrative expenses (net of the unfavorable year-over-year impact from the 2014gain on a sale of property in the United Kingdom).2014 compared with 2013:Net revenues decreased $147 million (1.0%), due to unfavorable volume/mix (2.8 pp), the impact of the prior year’s accounting calendar change (0.3pp) and the impact of divestitures (0.1 pp), partially offset by higher net pricing (1.7 pp), favorable currency (0.4 pp) and the impact of our historicalcoffee business (0.1 pp). Unfavorable volume/mix was due to pricing-related elasticity across the region and certain pricing-related customerdisruptions. Unfavorable volume/mix was driven by declines in all categories. The accounting calendar change made in 2013 resulted in a year-over-year decrease in net revenues of $30 million. In addition, divestitures completed in 2013 resulted in an $11 million decline in net revenues. Highernet pricing was driven by chocolate and cheese & grocery, partially offset by lower net pricing in all other categories. Favorable currency impactsprimarily reflected the strength of the British pound sterling relative to the U.S. dollar, partially offset by the strength of the U.S. dollar against theSwedish krona, the euro and Norwegian krone. In addition, a decline in our historical coffee business, though at a lower rate than the rest of ourEuropean segment, resulted in a $29 million decrease in net revenues.Segment operating income increased $71 million (4.2%), primarily due to lower manufacturing costs, higher net pricing, lower other selling, generaland administrative expenses (net of the unfavorable year-over-year impact from the 2013 gains on the sales of property in the United Kingdom,Norway and Italy, and the benefit from a 2014 gain on a sale of property in the United Kingdom) lower advertising and consumer promotion costs,lower Integration Program costs (including the reversal of a prior-year accrual) and the impact of our historical coffee business. These favorableitems were partially offset by higher raw material costs (primarily higher cocoa costs), costs incurred for the 2014-2018 Restructuring Program,unfavorable volume mix, higher 2012-2014 Restructuring Program costs, costs associated with the coffee business transactions, an intangible assetimpairment charge related to a candy trademark and the year-over-year impact from the accounting calendar change made in 2013. 42North America For the Years Ended December 31, 2015 2014 $ change % change (in millions) Net revenues $6,974 $6,936 $38 0.5% Segment operating income 1,105 922 183 19.8% For the Years Ended December 31, 2014 2013 $ change % change (in millions) Net revenues $6,936 $6,991 $(55) (0.8)% Segment operating income 922 889 33 3.7% 2015 compared with 2014:Net revenues increased $38 million (0.5%), due to an accounting calendar change (1.2 pp), an acquisition (0.5 pp), favorable volume/mix (0.5 pp)and higher net pricing (0.3 pp), partially offset by unfavorable currency (2.0 pp). The change in North America’s accounting calendar added netrevenues of $78 million. The acquisition of the Enjoy Life Foods snack food business in February 2015 added net revenues of $37 million. Favorablevolume/mix was driven by gains in biscuits and candy, partially offset by declines in gum and chocolate. Higher net pricing was reflected in gum andchocolate, partially offset by lower net pricing in biscuits and candy. Unfavorable currency impact was due to the strength of the U.S. dollar relative tothe Canadian dollar.Segment operating income increased $183 million (19.8%), primarily due to the absence of 2012-2014 Restructuring Program costs, lowermanufacturing costs, lower other selling, general and administrative expenses (including the reclassification of corporate stock-basedcompensation), the impact of an accounting calendar change, higher net pricing and lower raw material costs. These favorable items were partiallyoffset by higher costs incurred for the 2014-2018 Restructuring Program, unfavorable currency, higher advertising and consumer promotion costs,unfavorable volume/mix and the reclassification of equity method investment earnings.2014 compared with 2013:Net revenues decreased $55 million (0.8%), due to unfavorable currency (1.0 pp) and the impact of divestitures (0.6 pp), partially offset by favorablevolume/mix (0.7 pp) and higher net pricing (0.1 pp). Unfavorable currency impact was due to the strength of the U.S. dollar relative to the Canadiandollar. Divestitures completed in 2013 resulted in a $39 million decline in net revenues. Favorable volume/mix was driven primarily by gains in allcategories except gum. Higher net pricing was reflected primarily in biscuits and gum, partially offset by lower net pricing in chocolate and candy.Segment operating income increased $33 million (3.7%), primarily due to lower raw material costs, lower other selling, general and administrativeexpenses (including higher equity method investment earnings), favorable volume/mix, lower 2012-2014 Restructuring Program costs, loweradvertising and consumer promotion costs and higher net pricing. These favorable items were partially offset by costs incurred for the 2014-2018Restructuring Program, higher manufacturing costs and the impact of divestitures. 43Critical Accounting EstimatesWe prepare our consolidated financial statements in conformity with U.S. GAAP. The preparation of these financial statements requires the use ofestimates, judgments and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reportedamounts of revenues and expenses during the periods presented. Actual results could differ from those estimates and assumptions. Note 1,Summary of Significant Accounting Policies , to the consolidated financial statements includes a summary of the significant accounting policies weused to prepare our consolidated financial statements. We have discussed the selection and disclosure of our critical accounting policies andestimates with our Audit Committee. The following is a review of our most significant assumptions and estimates.Goodwill and Non-Amortizable Intangible Assets:We test goodwill and non-amortizable intangible assets for impairment on an annual basis on October 1. We assess goodwill impairment riskthroughout the year by performing a qualitative review of entity-specific, industry, market and general economic factors affecting our goodwillreporting units. We review our operating segment and reporting unit structure for goodwill testing annually or as significant changes in theorganization occur. Annually, we may perform qualitative testing, or depending on factors such as prior-year test results, current year developments,current risk evaluations and other practical considerations, we may elect to do quantitative testing instead. Quantitative impairment testing consistsof a two-step evaluation. The first step compares a reporting unit’s estimated fair value with its carrying value. We estimate a reporting unit’s fairvalue using a discounted cash flow method which incorporates planned growth rates, market-based discount rates and estimates of residual value.This year, for our Europe and North America reporting units, we used a market-based, weighted-average cost of capital of 6.8% to discount theprojected cash flows of those operations. For our Latin America, Asia Pacific and EEMEA reporting units, we used a risk-rated discount rate of 9.8%.Estimating the fair value of individual reporting units requires us to make assumptions and estimates regarding our future plans and industry andeconomic conditions, and our actual results and conditions may differ over time. If the carrying value of a reporting unit’s net assets exceeds its fairvalue, we would apply a second step to measure the difference between the carrying value and implied fair value of goodwill. If the carrying value ofgoodwill exceeds its implied fair value, the goodwill is impaired and its carrying value is reduced to the implied fair value of the goodwill.On July 2, 2015, we deconsolidated our global coffee businesses from our Europe, EEMEA and Asia Pacific segments. Goodwill wasdeconsolidated from the impacted reporting units based on relative fair values of the coffee and remaining businesses. Intangible assets contributedwith the coffee business transactions were specifically identified. We deconsolidated total goodwill of $1,664 million and intangible assets of lessthan $1 million during the third quarter of 2015. Refer to Note 2, Divestitures and Acquisitions – Coffee Business Transactions , for more information.In 2015, 2014 and 2013, there were no impairments of goodwill. In connection with our 2015 annual impairment testing, each of our reporting unitshad sufficient fair value in excess of carrying value. In connection with the deconsolidation of our Venezuelan operations on December 31, 2015, wetested our Latin America reporting unit and determined the remaining businesses excluding Venezuela had sufficient fair value in excess of carryingvalue, such that there were no impairments of goodwill. While all reporting units passed our annual impairment testing, if expectations are not met orspecific valuation factors outside of our control, such as discount rates, change significantly, then the estimated fair values of a reporting unit orreporting units might decline and lead to a goodwill impairment in the future.Annually, we assess non-amortizable intangible assets for impairment by performing a qualitative review and assessing events and circumstancesthat could affect the fair value or carrying value of the indefinite-lived intangible assets. If significant potential impairment risk exists for a specificasset, we quantitatively test it for impairment by comparing its estimated fair value with its carrying value. Estimated fair value is determined usingplanned growth rates, market-based discount rates and estimates of royalty rates. If the carrying value of the asset exceeds its estimated fair value,the asset is impaired and its carrying value is reduced to the estimated fair value.During our 2015 annual testing of non-amortizable intangible assets, we recorded $71 million of impairment charges related to four trademarks. Theimpairments arose due to lower than expected product growth partly driven by decisions made in the fourth quarter to redirect support for theproducts to other regional and global brands and slowdowns in local economies. We recorded charges related to candy and biscuit trademarks of$44 million in Asia Pacific, $22 million in Europe and $5 million in Latin America. The impairment charges were calculated as the excess of thecarrying value over the estimated fair value of the intangible assets on a global basis and were recorded within asset impairment and exit costs. Weprimarily use a relief of royalty valuation method, which utilizes estimates of future sales, growth rates, royalty 44rates and discount rates in determining a brand’s global fair value. During our 2015 intangible asset impairment review, we noted seven brands,including the four impaired trademarks, with $598 million of aggregate book value as of December 31, 2015 that each had a fair value in excess ofbook value of 10% or less. While these intangible assets passed our annual impairment testing and we believe our current plans for each of thesebrands will allow them to continue to not be impaired, if expectations are not met or specific valuation factors outside of our control, such as discountrates, change significantly, then a brand or brands could become impaired in the future. In 2014, we recorded a $48 million charge related to abiscuit trademark in our Asia Pacific segment and a $9 million charge related to a candy trademark in our Europe segment. Additionally, inconnection with the deconsolidation of our Venezuelan operations on December 31, 2015, we recorded $12 million of impairment charges within theloss on deconsolidation of Venezuela related to a biscuit trademark.Refer also to Note 5, Goodwill and Intangible Assets , for additional information.Trade and marketing programs:We promote our products with advertising, marketing, sales incentives and trade promotions. These programs include, but are not limited to,cooperative advertising, in-store displays, consumer promotions, new product introduction fees, discounts, coupons, rebates and volume-basedincentives. We expense advertising costs either in the period the advertising first takes place or as incurred. Sales incentive and trade promotionactivities are recorded as a reduction to revenues based on amounts estimated due to customers and consumers at the end of a period. We basethese estimates principally on historical utilization and redemption rates. For interim reporting purposes, advertising expenses and sales incentivesare charged to operations as a percentage of volume, based on estimated volume and estimated program spending. We do not defer costs on ouryear-end consolidated balance sheet and all marketing costs are recorded as an expense in the year incurred.Employee Benefit Plans:We sponsor various employee benefit plans throughout the world. These include primarily pension plans and postretirement healthcare benefits. Foraccounting purposes, we estimate the pension and post-retirement healthcare benefit obligations utilizing assumptions and estimates for discountrates; expected returns on plan assets; expected compensation increases; employee-related factors such as turnover, retirement age and mortality;and health care cost trends. We review our actuarial assumptions on an annual basis and make modifications to the assumptions based on currentrates and trends when appropriate. Our assumptions also reflect our historical experiences and management’s best judgment regarding futureexpectations. These and other assumptions affect the annual expense and obligations recognized for the underlying plans.In 2016, we expect pension and postretirement medical costs to decrease by approximately $135 million to $185 million due to a combination offactors, including a decreased number of plan participants, changes in discount rates, company contributions to the plans and a change in ourapproach to measuring service and interest costs. For 2015, we measured service and interest costs utilizing a single weighted-average discountrate derived from the yield curve used to measure the plan obligations. For 2016, we elected to measure service and interest costs by applying thespecific spot rates along that yield curve to the plans’ liability cash flows. We believe the new approach provides a more precise measurement ofservice and interest costs by aligning the timing of the plans’ liability cash flows to the corresponding spot rates on the yield curve. This change doesnot affect the measurement of our plan obligations nor the funded status of our plans.As permitted by U.S. GAAP, we generally amortize the effect of changes in the assumptions over future periods. The cost or benefit of plan changes,such as increasing or decreasing benefits for prior employee service (prior service cost), is deferred and included in expense on a straight-line basisover the average remaining service period of the employees expected to receive benefits.Since pension and post-retirement liabilities are measured on a discounted basis, the discount rate significantly affects our plan obligations andexpenses. The expected return on plan assets assumption affects our pension plan expenses, since many of our pension plans are partially funded.The assumptions for discount rates and expected rates of return and our process for setting these assumptions are described in Note 10, BenefitPlans , to the consolidated financial statements. 45While we do not anticipate further changes in the 2016 assumptions for our U.S. and non-U.S. pension and postretirement health care plans, as asensitivity measure, a fifty-basis point change in our discount rates or the expected rate of return on plan assets would have the following effects,increase / (decrease), on our annual benefit plan costs: As of December 31, 2015 U.S. Plans Non-U.S. Plans Fifty-Basis-Point Fifty-Basis-Point Increase Decrease Increase Decrease (in millions) Effect of change in discount rate on pension costs $(16) $18 $(47) $58 Effect of change in expected rate of return on planassets on pension costs (6) 6 (37) 37 Effect of change in discount rate on postretirementhealth care costs (5) 5 (1) 1 Income Taxes:As a global company, we calculate and provide for income taxes in each tax jurisdiction in which we operate. The provision for income taxesincludes the amounts payable or refundable for the current year, the effect of deferred taxes and impacts from uncertain tax positions. Our provisionfor income taxes is significantly affected by shifts in the geographic mix of our pre-tax earnings across tax jurisdictions, changes in tax laws andregulations, tax planning opportunities available in each tax jurisdiction and the ultimate outcome of various tax audits.Deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial statementand tax bases of our assets and liabilities and for operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measuredusing enacted tax rates that will apply to taxable income in the years in which those differences are expected to be recovered or settled. Valuationallowances are established for deferred tax assets when it is more likely than not that a tax benefit will not be realized.We recognize tax benefits in our financial statements from uncertain tax positions only if it is more likely than not that the tax position will besustained on examination by tax authorities based on the technical merits of the position. The amount we recognize is measured as the largestbenefit that has a greater than 50 percent likelihood of being realized upon settlement. We evaluate uncertain tax positions on an ongoing basis andadjust the related tax liabilities or assets in light of changing facts and circumstances, such as the progress of a tax audit or expiration of a statute oflimitations. We believe the estimates and assumptions used to support our evaluation of uncertain tax positions are reasonable. However, finaldetermination of historical tax liabilities, either by settlement with tax authorities or expiration of statutes of limitations, could be materially differentfrom estimates reflected on our consolidated balance sheet and historical income tax provisions. The outcome of these final determinations couldhave a material effect on our provision for income taxes, net earnings or cash flows in the period in which the determination is made. We believe ourtax positions comply with applicable tax laws and that we have properly accounted for uncertain tax positions.No taxes have been provided on undistributed foreign earnings that are planned to be indefinitely reinvested. If future events, such as materialchanges in long-term investment requirements, necessitate that these earnings be distributed, an additional provision for taxes may apply, whichcould materially affect our future effective tax rate.See Note 15, Income Taxes , for additional information on our effective tax rate, current and deferred taxes, valuation allowances and unrecognizedtax benefits.Contingencies:See Note 13, Commitments and Contingencies , to the consolidated financial statements.New Accounting Guidance:See Note 1, Summary of Significant Accounting Policies , to the consolidated financial statements for a discussion of new accounting standards. 46Commodity TrendsWe regularly monitor worldwide supply, commodity cost and currency trends so we can cost-effectively secure ingredients, packaging and fuelrequired for production. Prior to the July 2, 2015 coffee business transactions, increased costs for coffee beans were the highest driver of increasedcommodity costs for the first half of 2015. During 2015, the primary drivers of the increase in our aggregate commodity costs, excluding coffee, wereincreased costs for packaging, nuts, cocoa, energy, grains and oils and higher currency-related costs on our commodity purchases, partially offsetby lower costs for dairy and sugar.A number of external factors such as weather conditions, commodity market conditions, currency fluctuations and the effects of governmentalagricultural or other programs affect the cost and availability of raw materials and agricultural materials used in our products. We address highercommodity costs and currency impacts primarily through hedging, higher pricing and manufacturing and overhead cost control. We use hedgingtechniques to limit the impact of fluctuations in the cost of our principal raw materials; however, we may not be able to fully hedge against commoditycost changes, and our hedging strategies may not protect us from increases in specific raw material costs. Due to competitive or market conditions,planned trade or promotional incentives, fluctuations in currency exchange rates or other factors, our pricing actions may also lag commodity costchanges temporarily.We expect price volatility and a slightly higher aggregate cost environment to continue in 2016. While the costs of our principal raw materialsfluctuate, we believe there will continue to be an adequate supply of the raw materials we use and that they will generally remain available fromnumerous sources.Liquidity and Capital ResourcesWe believe that cash from operations, our $4.5 billion revolving credit facility and our authorized long-term financing will provide sufficient liquidity forour working capital needs, planned capital expenditures, future contractual obligations, share repurchases and payment of our anticipated quarterlydividends. We continue to utilize our commercial paper program, international credit lines and long-term debt issuances for regular fundingrequirements. We also use intercompany loans with our international subsidiaries to improve financial flexibility. Overall, we do not expect anynegative effects to our funding sources that would have a material effect on our liquidity, including the indefinite reinvestment of our earnings outsideof the United States.Net Cash Provided by Operating Activities:Operating activities provided net cash of $3,728 million in 2015, $3,562 million in 2014 and $6,410 million in 2013. Cash flows from operatingactivities in all years were impacted by our working capital improvements, primarily due to continually decreasing our cash conversion cycle (a metricthat measures working capital efficiency and utilizes days sales outstanding, days inventory on hand and days payables outstanding) to negative 12days in 2015, positive 10 days in 2014 and positive 20 days in 2013. Cash flows from operating activities were favorable in 2015 relative to 2014primarily due to higher relative working capital cash improvements than in 2014 and significant tax payments in 2014 related to the $2.6 billionStarbucks arbitration award we received in late 2013, partially offset by higher contributions related to our pensions benefit plans. Cash flows fromoperating activities were unfavorable in 2014 relative to 2013 primarily related to our receipt of $2.6 billion of net cash from the resolution of theStarbucks arbitration in 2013 and higher related income taxes paid in 2014 and lower relative working capital cash improvements than in 2013,partially offset by lower interest payments in 2014 following the debt refinancing in the first quarter of 2014 and the fourth quarter of 2013.Net Cash Provided by / (Used in) Investing Activities:Net cash provided by investing activities was $2,649 million in 2015 and net cash used in investing activities was $1,642 million in 2014 and $1,483million in 2013. The increase in net cash provided by investing activities in 2015 relative to 2014 primarily relates to $4.7 billion of proceeds, net ofdivested cash and transaction costs, from the contribution of our global coffee businesses and the divestiture of AGF, the cash receipt of $1.0 billiondue to the settlement of currency exchange forward contracts related to our coffee business transactions and lower capital expenditures in 2015 of$128 million, partially offset by the $611 million reduction of cash due to the Venezuela deconsolidation, $501 million of contributed JDE receivablesand a $43 million cash payment to fund a capital increase in JDE and $527 million of payments to acquire a biscuit operation in Vietnam and theEnjoy Life Foods snack food business in 2015. The increase in net cash used in investing activities in 2014 relative to 2013 relates to lower cashinflows to offset higher capital expenditures in 2014. In 2013, we received higher cash proceeds from property sales, net proceeds of $60 millionfrom divestitures and $55 million in cash from Kraft Foods Group in connection with the Spin-Off, partially offset by $119 million of payments toacquire a biscuit operation in Morocco in 2013. 47Capital expenditures were $1,514 million in 2015, $1,642 million in 2014 and $1,622 million in 2013. The 2015 capital expenditures were madeprimarily to modernize manufacturing facilities and support new product and productivity initiatives. We expect 2016 capital expenditures to be up to$1.5 billion, including capital expenditures required for investments in systems and the 2014-2018 Restructuring Program. We expect to continue tofund these expenditures from operations.Net Cash Used in Financing Activities:Net cash used in financing activities was $5,883 million in 2015, $2,688 million in 2014 and $6,687 million in 2013. The increase in net cash used infinancing activities in 2015 relative to 2014 was primarily due to higher repayments of long-term debt in 2015 (including the tender offers and euronotes maturities), $1.9 billion of higher share repurchases and higher net short-term debt repayments, partially offset by higher proceeds receivedfrom long-term note issuances. The decrease in net cash used in financing activities in 2014 relative to 2013 was primarily due to significantly lowerlong-term debt repayments and lower share repurchases in 2014, offset in part by decreased proceeds from the issuance of long-term debt andother short-term borrowings and higher dividend payments in 2014.Debt:From time to time we refinance long-term and short-term debt. Refer to Note 8, Debt and Borrowing Arrangements , for details of our tender offersand debt issuances during 2015, 2014 and 2013. The nature and amount of our long-term and short-term debt and the proportionate amount of eachvaries as a result of current and expected business requirements, market conditions and other factors. Generally, in the first and second quarters ofthe year, our working capital requirements grow, increasing the need for short-term financing. The third and fourth quarters of the year typicallygenerate higher cash flows. As such, we may issue commercial paper or secure other forms of financing throughout the year to meet short-termworking capital needs.In July 2015, our Board of Directors approved a $5 billion long-term financing authority to replace the prior authority. As of December 31, 2015, wehad $4 billion of long-term financing authority remaining.During 2016, $1,750 million of long-term debt matured in February. We funded this repayment with net proceeds from debt issuances in January2016, cash from operations and the issuance of commercial paper. There are no other scheduled maturities of long-term debt within the 12 monthsfollowing December 31, 2015.Our total debt was $15.4 billion at December 31, 2015 and $16.7 billion at December 31, 2014. Our debt-to-capitalization ratio was 0.35 atDecember 31, 2015 and 0.38 at December 31, 2014. At December 31, 2015, the weighted-average term of our outstanding long-term debt was 8.6years. Our average daily commercial borrowings were $2.2 billion in 2015, $1.9 billion in 2014 and $1.0 billion in 2013. We expect to continue tocomply with our long-term debt covenants. Refer to Note 8, Debt and Borrowing Arrangements , for more information on our debt and debtcovenants.Equity and DividendsStock Plans:See Note 11, Stock Plans, to the consolidated financial statements for more information on our stock plans and grant activity during 2015, 2014 and2013.Share Repurchases:See Note 12, Capital Stock , to the consolidated financial statements for more information on our share repurchase and accelerated sharerepurchase programs.We intend to continue to use a portion of our cash for share repurchases. On July 29, 2015, our Finance Committee, with authorization delegatedfrom our Board of Directors, approved an increase of $6.0 billion in the share repurchase program, raising the authorization to $13.7 billion ofCommon Stock repurchases, and extended the program through December 31, 2018. We repurchased $8.3 billion of shares ($3.6 billion in 2015,$1.9 billion in 2014 and $2.7 billion in 2013) through December 31, 2015. The number of shares that we ultimately repurchase under our sharerepurchase program may vary depending on numerous factors, including share price and other market conditions, our ongoing capital allocationplanning, levels of cash and debt balances, other demands for cash, such as acquisition activity, general economic or business conditions and boardand management discretion. Additionally, our share repurchase activity during any particular period may fluctuate. We may accelerate, suspend,delay or discontinue our share repurchase program at any time, without notice. 48Dividends:We paid dividends of $1,008 million in 2015, $964 million in 2014 and $943 million in 2013. Immediately following the Spin-Off of Kraft Foods Groupon October 1, 2012, our annual dividend rate changed to $0.52 per common share. On August 6, 2013, our Audit Committee, with authorization fromour Board of Directors, approved an 8% increase in the quarterly dividend to $0.14 per common share or $0.56 per common share on an annualbasis. On August 5, 2014, our Audit Committee, with authorization from our Board of Directors, approved a 7% increase in the quarterly dividend to$0.15 per common share or $0.60 per common share on an annual basis. On July 23, 2015, our Board of Directors approved a 13% increase in thequarterly dividend to $0.17 per common share or $0.68 per common share on an annual basis. The declaration of dividends is subject to thediscretion of our Board of Directors and depends on various factors, including our net earnings, financial condition, cash requirements, futureprospects and other factors that our Board of Directors deems relevant to its analysis and decision making.Off-Balance Sheet Arrangements and Aggregate Contractual ObligationsWe have no significant off-balance sheet arrangements other than the contractual obligations discussed below.Guarantees:As discussed in Note 13, Commitments and Contingencies, we enter into third-party guarantees primarily to cover the long-term obligations of ourvendors. As part of these transactions, we guarantee that third parties will make contractual payments or achieve performance measures. AtDecember 31, 2015, we had no material third-party guarantees recorded on our consolidated balance sheet.In addition, at December 31, 2015, we were contingently liable for $842 million of guarantees related to our own performance. These include lettersof credit, surety bonds and guarantees related to the payment of custom duties and taxes.Guarantees do not have, and we do not expect them to have, a material effect on our liquidity.Aggregate Contractual Obligations:The following table summarizes our contractual obligations at December 31, 2015. Payments Due Total 2016 2017-18 2019-20 2021 and Thereafter (in millions) Debt (1) $15,227 $1,750 $2,591 $2,077 $8,809 Interest expense (2) 5,465 505 878 668 3,414 Capital leases 5 5 – – – Operating leases (3) 994 311 347 209 127 Purchase obligations: (4) Inventory and production costs 5,172 2,833 2,014 316 9 Other 887 816 70 1 – 6,059 3,649 2,084 317 9 Other long-term liabilities (5) 575 31 105 242 197 Total $28,325 $6,251 $6,005 $3,513 $12,556 (1)Amounts include the expected cash payments of our long-term debt excluding capital leases, which are presented separately in the table above. The amountsalso exclude $(70) million of net unamortized non-cash bond premiums and discounts and mark-to-market adjustments related to our interest rate swapsrecorded in total debt. (2)Amounts represent the expected cash payments of our interest expense on our long-term debt. Interest calculated on our euro, British pound sterling andSwiss franc notes was forecasted using currency exchange rates as of December 31, 2015. An insignificant amount of interest expense was excluded fromthe table for a portion of our other non-U.S. debt obligations due to the complexities involved in forecasting expected interest payments. (3)Operating lease payments represent the minimum rental commitments under non-cancelable operating leases. 49 (4)Purchase obligations for inventory and production costs (such as raw materials, indirect materials and supplies, packaging, co-manufacturing arrangements,storage and distribution) are commitments for projected needs to be utilized in the normal course of business. Other purchase obligations includecommitments for marketing, advertising, capital expenditures, information technology and professional services. Arrangements are considered purchaseobligations if a contract specifies all significant terms, including fixed or minimum quantities to be purchased, a pricing structure and approximate timing of thetransaction. Most arrangements are cancelable without a significant penalty and with short notice (usually 30 days). Any amounts reflected on theconsolidated balance sheet as accounts payable and accrued liabilities are excluded from the table above. (5)Other long-term liabilities include estimated future benefit payments for our postretirement health care plans through December 31, 2025 of $197 million. Weare unable to reliably estimate the timing of the payments beyond 2025; as such, they are excluded from the above table. There are also another $300 millionof various other long-term liabilities that are expected to be paid over the next 5 years. In addition, the following long-term liabilities included on theconsolidated balance sheet are excluded from the table above: accrued pension costs, income taxes, insurance accruals and other accruals. We are unableto reliably estimate the timing of the payments (or contributions beyond 2016, in the case of accrued pension costs) for these items. We currently expect tomake approximately $449 million in contributions to our pension plans in 2016. As of December 31, 2015, our total liability for income taxes, includinguncertain tax positions and associated accrued interest and penalties, was $1,046 million. We currently estimate payments of approximately $316 millionrelated to these positions over the next 12 months.Non-GAAP Financial MeasuresWe use non-GAAP financial information and believe it is useful to investors as it provides additional information to facilitate comparisons of historicaloperating results, identify trends in our underlying operating results and provide additional transparency on how we evaluate our business. We usecertain non-GAAP financial measures to budget, make operating and strategic decisions and evaluate our performance. We disclose non-GAAPfinancial measures so that you have the same financial data that we use to assist you in making comparisons to our historical operating results andanalyzing our underlying performance.Our primary non-GAAP financial measures reflect how we evaluate our current and prior-year operating results. As new events or circumstancesarise, these definitions could change over time. • “Organic Net Revenue” is defined as net revenues excluding the impacts of acquisitions, divestitures (1) , our historical global coffeebusiness (2) , Integration Program costs, accounting calendar changes and currency rate fluctuations. We also evaluate Organic NetRevenue growth from emerging markets and our Power Brands. • Our emerging markets include our Latin America and EEMEA regions in their entirety; the Asia Pacific region, excluding Australia,New Zealand and Japan; and the following countries from the Europe region: Poland, Czech Republic, Slovak Republic, Hungary,Bulgaria, Romania, the Baltics and the East Adriatic countries. • Our Power Brands include some of our largest global and regional brands such as Oreo, Chips Ahoy!, Ritz, TUC/Club Social andbelVita biscuits; Cadbury Dairy Milk, Milka and Lacta chocolate; Trident gum; Hall’s candy; and Tang powdered beverages. • “Adjusted Operating Income” is defined as operating income excluding the impacts of Spin-Off Costs, pension costs related to theobligations transferred in the Spin-Off, the 2012-2014 Restructuring Program, the 2014-2018 Restructuring Program, the IntegrationProgram and other acquisition integration costs, the remeasurement of net monetary assets in Venezuela, loss on deconsolidation ofVenezuela, the benefit from the Cadbury acquisition-related indemnification resolution, incremental costs associated with the coffeebusiness transactions, impairment charges related to goodwill and intangible assets, gains or losses on divestitures (1) or acquisitions,gain on the coffee business transactions (2) , divestiture-related costs, acquisition-related costs, the operating results of divestitures (1) ,our historical global coffee business operating results (2) and equity method investment earnings historically reported within operatingincome (3) . We also evaluate growth in our Adjusted Operating Income on a constant currency basis. • “Adjusted EPS” is defined as diluted EPS attributable to Mondelēz International from continuing operations excluding the impacts of Spin-Off Costs, pension costs related to the obligations transferred in the Spin-Off, the 2012-2014 Restructuring Program, the 2014-2018Restructuring Program, the Integration Program and other acquisition integration costs, the remeasurement of net monetary assets inVenezuela, loss on deconsolidation of Venezuela, the net benefit from the Cadbury acquisition-related indemnification resolution, losseson debt extinguishment and related expenses, the residual tax benefit impact from the resolution of the Starbucks arbitration, hedginggains or losses and incremental costs associated with the coffee business transactions, impairment charges related to goodwill andintangible assets, gains or losses on interest rate swaps no longer designated as accounting cash flow hedges due to changed financingand hedging plans, gains or losses on divestitures (1) or acquisitions, gain on the coffee business transactions (2) , divestiture-relatedcosts, acquisition-related costs and net earnings from divestitures (1) , and including an interest expense adjustment related to the 50 Spin-Off transaction. In addition, we have adjusted our equity method investment earnings for our proportionate share of their unusual orinfrequent items, such as acquisition and divestiture-related costs and restructuring program costs, recorded by our JDE equity methodinvestee. We also evaluate growth in our Adjusted EPS on a constant currency basis. (1)Divestitures include businesses under sale agreements for which we have cleared significant sale-related conditions such that the pending sale isprobable as of the end of the reporting period and exits of major product lines under a sale or licensing agreement. See (2) below. (2)In connection with the global coffee business transactions that closed on July 2, 2015, because we exchanged our coffee interests for similarly-sizedcoffee interests in JDE (which, following the July 2, 2015 closing, is 43.5% of our historical and DEMB’s combined global coffee businesses), we havedeconsolidated and not included our historical global coffee business results within divestitures in our non-GAAP financial measures and in the relatedManagement’s Discussion and Analysis of Financial Condition and Results of Operations . We continue to have an ongoing interest in the coffee business.Beginning in the third quarter of 2015, we have included the after-tax earnings of JDE and of our historical coffee business results within continuing resultsof operations. For Adjusted EPS, we have included these earnings in equity method investment earnings and have deconsolidated our historical coffeebusiness results from Organic Net Revenue and Adjusted Operating Income to facilitate comparisons of past and future coffee operating results. (3)Historically, we have recorded income from equity method investments within our operating income as these investments operated as extensions of ourbase business. Beginning in the third quarter of 2015, we began to record the earnings from our equity method investments in after-tax equity methodinvestment earnings outside of operating income following the deconsolidation of our coffee business. See Note 1, Summary of Significant AccountingPolicies – Principles of Consolidation , for more information. In periods prior to July 2, 2015, we have reclassified the equity method earnings from ourAdjusted Operating Income to after-tax equity method investment earnings within Adjusted EPS to be consistent with the deconsolidation of our coffeebusiness results on July 2 and in order to evaluate our operating results on a consistent basis.We believe that the presentation of these non-GAAP financial measures, when considered together with our U.S. GAAP financial measures and thereconciliations to the corresponding U.S. GAAP financial measures, provides you with a more complete understanding of the factors and trendsaffecting our business than could be obtained absent these disclosures. Because non-GAAP financial measures may vary among other companies,the non-GAAP financial measures presented in this report may not be comparable to similarly titled measures used by other companies. Our use ofthese non-GAAP financial measures is not meant to be considered in isolation or as a substitute for any U.S. GAAP financial measure. A limitation ofthese non-GAAP financial measures is they exclude items detailed below that have an impact on our U.S. GAAP reported results. The best way thislimitation can be addressed is by evaluating our non-GAAP financial measures in combination with our U.S. GAAP reported results and carefullyevaluating the following tables that reconcile U.S. GAAP reported figures to the non-GAAP financial measures in this Form 10-K. 51Organic Net RevenueApplying the definition of “Organic Net Revenue”, the adjustments made to “net revenues” (the most comparable U.S. GAAP financial measure)were to exclude the impact of currency, the adjustment for deconsolidating our historical coffee business, divestitures, acquisitions and accountingcalendar changes. We believe that Organic Net Revenue better reflects the underlying growth from the ongoing activities of our business andprovides improved comparability of results. We also evaluate our Organic Net Revenue growth from emerging markets and Power Brands, andthese underlying measures are also reconciled to U.S. GAAP below. For the Years Ended December 31, For the Years Ended December 31, Power Brands Non-Power Brands Total Emerging Markets Developed Markets Total (in millions) (in millions) 2015 Organic Net Revenue $21,532 $10,067 $31,599 $13,109 $18,490 $31,599 Impact of currency (2,577) (1,256) (3,833) (2,094) (1,739) (3,833) Historical coffee business (1) 1,179 448 1,627 442 1,185 1,627 Impact of acquisitions – 165 165 128 37 165 Impact of accounting calendar change 60 18 78 – 78 78 Net revenues $20,194 $9,442 $29,636 $11,585 $18,051 $29,636 2014 Organic Net Revenue $20,437 $10,031 $30,468 $11,855 $18,613 $30,468 Historical coffee business (1) 2,726 1,050 3,776 1,106 2,670 3,776 Net revenues $23,163 $11,081 $34,244 $12,961 $21,283 $34,244 % Change Organic Net Revenue 5.4% 0.4% 3.7% 10.6% (0.7)% 3.7% Net Revenues (12.8)% (14.8)% (13.5)% (10.6)% (15.2)% (13.5)% For the Years Ended December 31, For the Years Ended December 31, Power Brands Non-Power Brands Total Emerging Markets Developed Markets Total (in millions) (in millions) 2014 Organic Net Revenue $21,496 $10,584 $32,080 $13,350 $18,730 $32,080 Impact of currency (1,059) (567) (1,626) (1,509) (117) (1,626) Historical coffee business (1) 2,726 1,050 3,776 1,106 2,670 3,776 Impact of acquisition – 14 14 14 – 14 Net revenues $23,163 $11,081 $34,244 $12,961 $21,283 $34,244 2013 Organic Net Revenue $20,593 $10,702 $31,295 $12,443 $18,852 $31,295 Historical coffee business (1) 2,758 1,146 3,904 1,265 2,639 3,904 Impact of divestitures (2) – 70 70 20 50 70 Impact of accounting calendar change 19 11 30 – 30 30 Net revenues $23,370 $11,929 $35,299 $13,728 $21,571 $35,299 % Change Organic Net Revenue 4.4% (1.1)% 2.5% 7.3% (0.6)% 2.5% Net Revenues (0.9)% (7.1)% (3.0)% (5.6)% (1.3)% (3.0)% (1)Includes our historical global coffee business prior to the July 2, 2015 coffee business transactions. Refer to Note 2, Divestitures and Acquisitions , and our non-GAAPdefinitions appearing earlier in this section for more information.(2)Includes the 2013 divestures of a salty snacks business in Turkey, a confectionary business in South Africa and a chocolate business in Spain and does not include thedeconsolidation of our coffee businesses. Refer to Note 2, Divestitures and Acquisitions , and our non-GAAP definitions appearing earlier in this section for moreinformation. 52Adjusted Operating IncomeApplying the definition of “Adjusted Operating Income”, the adjustments made to “operating income” (the most comparable U.S. GAAP financialmeasure) were to exclude Spin-Off Costs, 2012-2014 Restructuring Program costs, 2014-2018 Restructuring Program costs, the IntegrationProgram and other acquisition integration costs, the benefit from the Cadbury acquisition-related indemnification resolution, loss on deconsolidationof Venezuela, the remeasurement of net monetary assets in Venezuela, impairment charges related to intangible assets, incremental costsassociated with the coffee business transactions, operating income from our historical coffee business, gain on the coffee business transactions,operating results of divestitures, gains on acquisitions and divestitures, acquisition-related costs and an adjustment for equity method investmentearnings historically reported within operating income that were reclassified to after-tax earnings. We also evaluate Adjusted Operating Income on aconstant currency basis. We believe these measures provide improved comparability of operating results. For the Years Ended December 31, 2015 2014 $ Change % Change (in millions) Adjusted Operating Income (constant currency) $4,352 $3,658 $694 19.0% Impact of unfavorable currency (522) – (522) Adjusted Operating Income $3,830 $3,658 $172 4.7% Spin-Off Costs – (35) 35 2012-2014 Restructuring Program costs 4 (459) 463 2014-2018 Restructuring Program costs (1,002) (381) (621) Integration Program and other acquisition integration costs (9) 4 (13) Remeasurement of net monetary assets in Venezuela (11) (167) 156 Loss on deconsolidation of Venezuela (778) – (778) Intangible asset impairment charges (71) (57) (14) Costs associated with the coffee business transactions (278) (77) (201) Operating income from historical coffee business (1) 342 646 (304) Gain on the coffee business transactions 6,809 – 6,809 Reclassification of equity method earnings (2) 51 104 (53) Operating income from divestiture (3) 5 8 (3) Gain on divestiture (3) 13 – 13 Acquisition-related costs (8) (2) (6) Operating income $8,897 $3,242 $5,655 174.4% 53 For the Years Ended December 31, 2014 2013 $ Change % Change (in millions) Adjusted Operating Income (constant currency) $3,906 $3,460 $446 12.9% Impact of unfavorable currency (248) – (248) Adjusted Operating Income $3,658 $3,460 $198 5.7% Spin-Off Costs (35) (62) 27 2012-2014 Restructuring Program (459) (330) (129) 2014-2018 Restructuring Program (381) – (381) Integration Program and other acquisition integration costs 4 (220) 224 Benefit from indemnification resolution – 336 (336) Remeasurement of net monetary assets in Venezuela (167) (54) (113) Intangible asset impairment charges (57) – (57) Costs associated with the coffee business transactions (77) – (77) Operating income from historical coffee business (1) 646 700 (54) Reclassification of equity method earnings (2) 104 101 3 Operating income from divestitures (4) 8 12 (4) Gains on acquisition and divestitures, net – 30 (30) Acquisition-related costs (2) (2) – Operating Income $3,242 $3,971 $(729) (18.4)% (1)Includes our historical global coffee business prior to the July 2, 2015 coffee business transactions. Refer to Note 2, Divestitures and Acquisitions , and our non-GAAPdefinitions appearing earlier in this section for more information.(2)Historically, we have recorded income from equity method investments within our operating income as these investments operated as extensions of our base business.Beginning in the third quarter of 2015, to align with the accounting for JDE earnings, we began to record the earnings from our equity method investments in after-taxequity method investment earnings outside of operating income. In periods prior to July 2, 2015, we have reclassified the equity method earnings from Adjusted OperatingIncome to evaluate our operating results on a consistent basis.(3)Includes the divestiture of AGF on April 23, 2015 and does not include the deconsolidation of our global coffee businesses or the gain on the coffee business transactions.The divestiture of AGF generated a pre-tax gain of $13 million and an after-tax loss of $9 million in the second quarter. Refer to Note 2, Divestitures and Acquisitions , andour non-GAAP definitions appearing earlier in this section for more information.(4)Includes the 2013 divestures of a salty snacks business in Turkey, a confectionary business in South Africa and a chocolate business in Spain and does not include thedeconsolidation of our coffee businesses. Refer to Note 2, Divestitures and Acquisitions , and our non-GAAP definitions appearing earlier in this section for moreinformation. 54Adjusted EPSApplying the definition of “Adjusted EPS”, the adjustments made to “diluted EPS attributable to Mondelēz International” (the most comparable U.S.GAAP financial measure) were to exclude Spin-Off Costs, 2012-2014 Restructuring Program costs, 2014-2018 Restructuring Program costs, theIntegration Program and other acquisition integration costs, the net benefit from the Cadbury acquisition-related indemnification resolution, theresidual tax benefit impact from the resolution of the Starbucks arbitration, losses on debt extinguishment and related expenses, loss ondeconsolidation of Venezuela, the remeasurement of net monetary assets in Venezuela, impairment charges related to intangible assets, hedginggains and incremental costs associated with the coffee business transactions, gain on the coffee business transactions, losses on interest rateswaps no longer designated as accounting cash flow hedges due to changed financing and hedging plans, net earnings from divestitures, after-taxgain/loss on divestitures, our proportionate share of unusual or infrequent items recorded by our JDE equity method investee and acquisition-relatedcosts. We also evaluate Adjusted EPS on a constant currency basis. We believe Adjusted EPS provides improved comparability of operating results. For the Years Ended December 31, 2015 2014 $ Change % Change Adjusted EPS (constant currency) $2.08 $1.75 $0.33 18.9% Impact of unfavorable currency (0.33) – (0.33) Adjusted EPS $1.75 $1.75 $– – Spin-Off Costs – (0.01) 0.01 2012-2014 Restructuring Program costs – (0.21) 0.21 2014-2018 Restructuring Program costs (0.45) (0.16) (0.29) Integration Program and other acquisition integration costs – – – Loss on debt extinguishment and related expenses (0.29) (0.18) (0.11) Remeasurement of net monetary assets in Venezuela (0.01) (0.09) 0.08 Loss on deconsolidation of Venezuela (0.48) – (0.48) Intangible asset impairment charges (0.03) (0.02) (0.01) Income / (costs) associated with the coffee businesstransactions 0.01 0.19 (0.18) Gain on the coffee business transactions 4.05 – 4.05 Loss related to interest rate swaps (0.01) – (0.01) Net earnings from divestiture (1) (0.02) 0.01 (0.03) Loss on divestiture (1) (0.01) – (0.01) Equity method investee acquisition-related and otheradjustments (0.07) – (0.07) Acquisition-related costs – – – Diluted EPS attributable to Mondelēz International $4.44 $1.28 $3.16 246.9% (1)Includes the divestiture of AGF on April 23, 2015 and does not include the deconsolidation of our global coffee businesses or the gain on the coffee business transactions.The divestiture of AGF generated a pre-tax gain of $13 million and an after-tax loss of $9 million in the second quarter. Refer to Note 2, Divestitures and Acquisitions , andour non-GAAP definitions appearing earlier in this section for more information. 55 For the Years Ended December 31, 2014 2013 $ Change % Change Adjusted EPS (constant currency) $1.89 $1.54 $0.35 22.7% Impact of unfavorable currency (0.14) – (0.14) Adjusted EPS $1.75 $1.54 $0.21 13.6% Spin-Off Costs (0.01) (0.02) 0.01 2012-2014 Restructuring Program (0.21) (0.14) (0.07) 2014-2018 Restructuring Program (0.16) – (0.16) Integration Program and other acquisition integration costs – (0.10) 0.10 Net benefit from indemnification resolution – 0.20 (0.20) Residual tax benefit associated with Starbucks arbitrationresolution – 0.02 (0.02) Loss on debt extinguishment and related expenses (0.18) (0.22) 0.04 Remeasurement of net monetary assets in Venezuela (0.09) (0.03) (0.06) Intangible asset impairment charges (0.02) – (0.02) Income / (costs) associated with the coffee businesstransactions 0.19 – 0.19 Net earnings from divestitures (1) 0.01 – 0.01 Gains on acquisition and divestitures (1) , net – 0.04 (0.04) Acquisition-related costs – – – Diluted EPS attributable to Mondelēz International from continuing operations $1.28 $1.29 $(0.01) (0.8)% Discontinued operations – 0.90 (0.90) Diluted EPS attributable to Mondelēz International $1.28 $2.19 $(0.91) (41.6)% (1)Includes the 2013 divestures of a salty snacks business in Turkey, a confectionary business in South Africa and a chocolate business in Spain and does not include thedeconsolidation of our coffee businesses. Refer to Note 2, Divestitures and Acquisitions , and our non-GAAP definitions appearing earlier in this section for moreinformation. 56Item 7A. Quantitative and Qualitative Disclosures about Market Risk.As we operate globally, we are primarily exposed to currency exchange rate, commodity price and interest rate market risks. We monitor andmanage these exposures as part of our overall risk management program. Our risk management program focuses on the unpredictability of financialmarkets and seeks to reduce the potentially adverse effects that the volatility of these markets may have on our operating results. We principallyutilize derivative instruments to reduce significant, unanticipated earnings fluctuations that may arise from volatility in currency exchange rates,commodity prices and interest rates. For additional information on our derivative activity and the types of derivative instruments we use to hedge ourcurrency exchange, commodity price and interest rate exposures, see Note 9, Financial Instruments .Many of our non-U.S. subsidiaries operate in functional currencies other than the U.S. dollar. Fluctuations in currency exchange rates create volatilityin our reported results as we translate the balance sheets, operating results and cash flows of these subsidiaries into the U.S. dollar for consolidatedreporting purposes. The translation of non-U.S. dollar denominated balance sheets and statements of earnings of our subsidiaries into the U.S.dollar for consolidated reporting generally results in a cumulative translation adjustment to other comprehensive income within equity. A strongerU.S. dollar relative to other functional currencies adversely affects our consolidated earnings and net assets while a weaker U.S. dollar benefits ourconsolidated earnings and net assets. While we hedge significant forecasted currency exchange transactions as well as certain net assets of non-U.S. operations and other currency impacts, we cannot fully predict or eliminate volatility arising from changes in currency exchange rates on ourconsolidated financial results. See Consolidated Results of Operations and Results of Operations by Reportable Segment under Discussion andAnalysis of Historical Results for currency exchange effects on our financial results during 2015. For additional information on the impact of currencypolicies, the deconsolidation of our Venezuelan operation and the historical remeasurement of our Venezuelan net monetary assets on our financialcondition and results of operations, also see Note 1, Summary of Significant Accounting Policies—Currency Translation and Highly InflationaryAccounting .We also continually monitor the market for commodities that we use in our products. Input costs may fluctuate widely due to international demand,weather conditions, government policy and regulation and unforeseen conditions. To manage the input cost volatility, we enter into forward purchaseagreements and other derivative financial instruments. We also pursue productivity and cost saving measures and take pricing actions whennecessary to mitigate the impact of higher input costs on earnings.We regularly evaluate our variable and fixed-rate debt as well as current and expected interest rates in the markets in which we raise capital. Ourprimary exposures include movements in U.S. Treasury rates, corporate credit spreads, London Interbank Offered Rates (“LIBOR”), Euro InterbankOffered Rate (“EURIBOR”) and commercial paper rates. We periodically use interest rate swaps and forward interest rate contracts to achieve adesired proportion of variable versus fixed rate debt based on current and projected market conditions. In addition to using interest rate derivatives tomanage future interest payments, during 2015, we retired $4.2 billion of our long-term debt and issued $4.5 billion of lower borrowing cost debt. Ourweighted-average interest rate on our total debt as of December 31, 2015 was 3.7%, down from 4.3% as of December 31, 2014.Value at Risk:We use a value at risk (“VAR”) computation to estimate: 1) the potential one-day loss in the fair value of our interest rate-sensitive financialinstruments; and 2) the potential one-day loss in pre-tax earnings of our currency and commodity price-sensitive derivative financial instruments. TheVAR analysis was done separately for our currency exchange, fixed income and commodity risk portfolios as of each quarter end during 2015. Theinstruments included in the VAR computation were currency exchange forwards and options for currency exchange risk, debt and swaps for interestrate risk, and commodity forwards, futures and options for commodity risk. Excluded from the computation were anticipated transactions, currencytrade payables and receivables, and net investments in non-U.S. subsidiaries, which the abovementioned instruments are intended to hedge. 57The VAR model assumes normal market conditions, a 95% confidence interval and a one-day holding period. A parametric delta-gammaapproximation technique was used to determine the expected return distribution in interest rates, currencies and commodity prices for the purpose ofcalculating the fixed income, currency exchange and commodity VAR, respectively. The parameters used for estimating the expected returndistributions were determined by observing interest rate, currency exchange, and commodity price movements over the prior quarter for thecalculation of VAR amounts at December 31, 2015 and 2014, and over each of the four prior quarters for the calculation of average VAR amountsduring each year. The values of currency and commodity options do not change on a one-to-one basis with the underlying currency or commodityand were valued accordingly in the VAR computation.As of December 31, 2015, the estimated potential one-day loss in fair value of our interest rate-sensitive instruments, primarily debt, and theestimated potential one-day loss in pre-tax earnings from our currency and commodity instruments, as calculated in the VAR model, were: Pre-Tax Earnings Impact Fair Value Impact At 12/31/15 Average High Low At 12/31/15 Average High Low (in millions) Instruments sensitive to: Interest rates $ 56 $ 60 $ 78 $ 50 Foreign currency rates $ 16 $ 55 $ 103 $ 16 Commodity prices 15 23 31 15 Pre-Tax Earnings Impact Fair Value Impact At 12/31/14 Average High Low At 12/31/14 Average High Low (in millions) Instruments sensitive to: Interest rates $ 50 $ 41 $ 50 $ 30 Foreign currency rates $ 51 $ 42 $ 58 $ 25 Commodity prices 26 28 38 19 This VAR computation is a risk analysis tool designed to statistically estimate the maximum expected daily loss, under the specified confidenceinterval and assuming normal market conditions, from adverse movements in interest rates, currency exchange rates and commodity prices. Thecomputation does not represent actual losses in fair value or earnings we will incur, nor does it consider the effect of favorable changes in marketrates. We cannot predict actual future movements in market rates and do not present these VAR results to be indicative of future movements inmarket rates or to be representative of any actual impact that future changes in market rates may have on our future financial results. 58Item 8. Financial Statements and Supplementary Data.Report of Independent Registered Public Accounting FirmTo the Board of Directors and Shareholders of Mondelēz International, Inc.:In our opinion, the accompanying consolidated balance sheets and the related consolidated statements of earnings, comprehensive earnings, equityand cash flows present fairly, in all material respects, the financial position of Mondelēz International, Inc. and its subsidiaries at December 31, 2015and 2014, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2015 in conformitywith accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects,effective internal control over financial reporting as of December 31, 2015, based on criteria established in Internal Control—Integrated Framework(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible forthese financial statements, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internalcontrol over financial reporting, included in the Report of Management on Internal Control Over Financial Reporting appearing under Item 9A. Ourresponsibility is to express opinions on these financial statements and on the Company’s internal control over financial reporting based on ourintegrated audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free ofmaterial misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of thefinancial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing theaccounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit ofinternal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that amaterial weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Ouraudits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide areasonable basis for our opinions.As discussed in Note 1 to the financial statements, the Company changed the manner in which it classifies deferred income taxes in 2015.A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Acompany’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, inreasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles,and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of thecompany; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of thecompany’s assets that could have a material effect on the financial statements.Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of anyevaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or thatthe degree of compliance with the policies or procedures may deteriorate./s/ P RICEWATERHOUSE C OOPERS LLPChicago, IllinoisFebruary 19, 2016 59Mondelēz International, Inc. and SubsidiariesConsolidated Statements of EarningsFor the Years Ended December 31(in millions of U.S. dollars, except per share data) 2015 2014 2013 Net revenues $29,636 $34,244 $35,299 Cost of sales 18,124 21,647 22,189 Gross profit 11,512 12,597 13,110 Selling, general and administrative expenses 7,577 8,457 8,679 Asset impairment and exit costs 901 692 273 Gains on coffee business transactions and divestitures (6,822) – (30) Loss on deconsolidation of Venezuela 778 – – Amortization of intangibles 181 206 217 Operating income 8,897 3,242 3,971 Interest and other expense, net 1,013 688 1,579 Earnings from continuing operations before income taxes 7,884 2,554 2,392 Provision for income taxes 593 353 60 Earnings from continuing operations 7,291 2,201 2,332 Earnings from discontinued operations, net of income taxes – – 1,603 Net earnings 7,291 2,201 3,935 Noncontrolling interest 24 17 20 Net earnings attributable to Mondelēz International $7,267 $2,184 $3,915 Per share data: Basic earnings per share attributable to Mondelēz International: Continuing operations $4.49 $1.29 $1.30 Discontinued operations – – 0.91 Net earnings attributable to Mondelēz International $4.49 $1.29 $2.21 Diluted earnings per share attributable to Mondelēz International: Continuing operations $4.44 $1.28 $1.29 Discontinued operations – – 0.90 Net earnings attributable to Mondelēz International $4.44 $1.28 $2.19 Dividends declared $0.64 $0.58 $0.54 See accompanying notes to the consolidated financial statements. 60Mondelēz International, Inc. and SubsidiariesConsolidated Statements of Comprehensive EarningsFor the Years Ended December 31(in millions of U.S. dollars) 2015 2014 2013 Net earnings $7,291 $2,201 $3,935 Other comprehensive earnings / (losses): Currency translation adjustment: Translation adjustment (2,759) (3,287) (1,080) Reclassification to earnings related to Venezuela deconsolidation 99 – – Tax (expense) / benefit (184) (228) 36 Pension and other benefits: Net actuarial gain / (loss) arising during period (60) (1,388) 713 Reclassification of (gains) / losses into net earnings: Amortization of experience losses and prior service costs 207 132 193 Settlement losses 111 42 4 Venezuela deconsolidation 2 – – Tax (expense) / benefit (66) 386 (244) Derivatives accounted for as hedges: Net derivative gains / (losses) (74) (166) 169 Reclassification of (gains) / losses into net earnings 21 (45) 72 Tax (expense) / benefit 9 92 (86) Total other comprehensive earnings / (losses) (2,694) (4,462) (223) Comprehensive earnings / (losses) 4,597 (2,261) 3,712 less: Comprehensive earnings / (losses) attributable to noncontrolling interests (2) (16) 20 Comprehensive earnings / (losses) attributable to Mondelēz International $4,599 $(2,245) $3,692 See accompanying notes to the consolidated financial statements. 61Mondelēz International, Inc. and SubsidiariesConsolidated Balance Sheets, as of December 31(in millions of U.S. dollars, except share data) 2015 2014 ASSETS Cash and cash equivalents $1,870 $1,631 Trade receivables (net of allowances of $54 at December 31, 2015 and $66 at December 31, 2014) 2,634 3,802 Other receivables (net of allowances of $109 at December 31, 2015 and $91 at December 31, 2014) 1,212 949 Inventories, net 2,609 3,480 Deferred income taxes – 480 Other current assets 633 1,408 Total current assets 8,958 11,750 Property, plant and equipment, net 8,362 9,827 Goodwill 20,664 23,389 Intangible assets, net 18,768 20,335 Prepaid pension assets 69 53 Equity method investments 5,387 662 Other assets 635 755 TOTAL ASSETS $62,843 $66,771 LIABILITIES Short-term borrowings $236 $1,305 Current portion of long-term debt 605 1,530 Accounts payable 4,890 5,299 Accrued marketing 1,634 2,047 Accrued employment costs 844 946 Other current liabilities 2,713 2,880 Total current liabilities 10,922 14,007 Long-term debt 14,557 13,821 Deferred income taxes 4,750 5,512 Accrued pension costs 2,183 2,912 Accrued postretirement health care costs 499 526 Other liabilities 1,832 2,140 TOTAL LIABILITIES 34,743 38,918 Commitments and Contingencies (Note 13) EQUITY Common Stock, no par value (5,000,000,000 shares authorized and 1,996,537,778 shares issued atDecember 31, 2015 and December 31, 2014) – – Additional paid-in capital 31,760 31,651 Retained earnings 20,700 14,529 Accumulated other comprehensive losses (9,986) (7,318) Treasury stock, at cost (416,504,624 shares at December 31, 2015 and 332,896,779 shares atDecember 31, 2014) (14,462) (11,112) Total Mondelēz International Shareholders’ Equity 28,012 27,750 Noncontrolling interest 88 103 TOTAL EQUITY 28,100 27,853 TOTAL LIABILITIES AND EQUITY $62,843 $66,771 See accompanying notes to the consolidated financial statements. 62Mondelēz International, Inc. and SubsidiariesConsolidated Statements of Equity(in millions of U.S. dollars, except per share data) Mondelēz International Shareholders’ Equity Accumulated Other Additional Comprehensive Common Paid-in Retained Earnings / Treasury Noncontrolling Total Stock Capital Earnings (Losses) Stock Interest Equity Balances at January 1, 2013 $– $31,548 $10,551 $(2,666) $(7,157) $140 $32,416 Comprehensive earnings / (losses): Net earnings – – 3,915 – – 20 3,935 Other comprehensive losses, net of income taxes – – – (223) – – (223) Exercise of stock options and issuance of other stock awards – 10 (97) – 343 – 256 Common Stock repurchased – (161) – – (2,739) – (2,900) Cash dividends declared ($0.54 per share) – – (950) – – – (950) Dividends paid on noncontrolling interest and otheractivities – (1) – – – (1) (2) Balances at December 31, 2013 $ – $31,396 $13,419 $(2,889) $(9,553) $159 $32,532 Comprehensive earnings / (losses): Net earnings – – 2,184 – – 17 2,201 Other comprehensive losses, net of income taxes – – – (4,429) – (33) (4,462) Exercise of stock options and issuance of other stock awards – 271 (98) – 332 – 505 Common Stock repurchased – – – – (1,891) – (1,891) Cash dividends declared ($0.58 per share) – – (976) – – – (976) Dividends paid on noncontrolling interest and otheractivities – (16) – – – (40) (56) Balances at December 31, 2014 $ – $31,651 $14,529 $(7,318) $(11,112) $103 $27,853 Comprehensive earnings / (losses): Net earnings – – 7,267 – – 24 7,291 Other comprehensive losses, net of income taxes – – – (2,668) – (26) (2,694) Exercise of stock options and issuance of other stock awards – 109 (70) – 272 – 311 Common Stock repurchased – – – – (3,622) – (3,622) Cash dividends declared ($0.64 per share) – – (1,026) – – – (1,026) Dividends paid on noncontrolling interest and otheractivities – – – – – (13) (13) Balances at December 31, 2015 $ – $31,760 $20,700 $(9,986) $(14,462) $88 $28,100 See accompanying notes to the consolidated financial statements. 63Mondelēz International, Inc. and SubsidiariesConsolidated Statements of Cash FlowsFor the Years Ended December 31(in millions of U.S. dollars) 2015 2014 2013 CASH PROVIDED BY / (USED IN) OPERATING ACTIVITIES Net earnings $7,291 $2,201 $3,935 Adjustments to reconcile net earnings to operating cash flows: Depreciation and amortization 894 1,059 1,077 Stock-based compensation expense 136 141 128 Deferred income tax benefit (30) (186) (64) Asset impairments 345 240 97 Benefit from indemnification resolution – – (385) Loss on early extinguishment of debt 748 493 608 Gains on coffee business transactions, divestitures and acquisition, net (6,822) – (30) Loss on deconsolidation of Venezuela 778 – – Coffee business transactions currency-related net gains (436) (628) – Income from equity method investments (56) (113) (107) Distributions from equity method investments 58 63 66 Other non-cash items, net 199 (134) 22 Change in assets and liabilities, net of acquisitions and divestitures: Receivables, net 44 184 492 Inventories, net (49) (188) (116) Accounts payable 659 387 793 Other current assets 28 (86) (42) Other current liabilities 152 135 62 Change in pension and postretirement assets and liabilities, net (211) (6) (126) Net cash provided by operating activities 3,728 3,562 6,410 CASH PROVIDED BY / (USED IN) INVESTING ACTIVITIES Capital expenditures (1,514) (1,642) (1,622) Proceeds from coffee business transactions and divestiture, net of disbursements 4,735 – 60 Proceeds from coffee business transactions currency hedge settlements 1,050 – – Acquisitions, net of cash received (527) (7) (119) Reduction of cash due to Venezuela deconsolidation (611) – – Capital contribution to JDE (544) – – Cash received from Kraft Foods Group related to the Spin-Off – – 55 Proceeds from sale of property, plant and equipment and other 60 7 143 Net cash provided by / (used in) investing activities 2,649 (1,642) (1,483) CASH PROVIDED BY / (USED IN) FINANCING ACTIVITIES Issuances of commercial paper, maturities greater than 90 days 613 2,082 1,329 Repayments of commercial paper, maturities greater than 90 days (710) (2,713) (607) Net (repayments) / issuances of other short-term borrowings (931) 398 613 Long-term debt proceeds 4,624 3,032 3,248 Long-term debt repaid (4,975) (3,017) (7,559) Repurchase of Common Stock (3,622) (1,700) (2,900) Dividends paid (1,008) (964) (943) Other 126 194 132 Net cash used in financing activities (5,883) (2,688) (6,687) Effect of exchange rate changes on cash and cash equivalents (255) (223) (93) Cash and cash equivalents: Increase / (decrease) 239 (991) (1,853) Balance at beginning of period 1,631 2,622 4,475 Balance at end of period $1,870 $1,631 $2,622 Cash paid: Interest $747 $827 $1,150 Income taxes $745 $1,238 $760 See accompanying notes to the consolidated financial statements. 64Mondelēz International, Inc. and SubsidiariesNotes to Consolidated Financial StatementsNote 1. Summary of Significant Accounting PoliciesDescription of Business:Mondelēz International, Inc. (formerly Kraft Foods Inc.) was incorporated in 2000 in the Commonwealth of Virginia. Mondelēz International, Inc.,through its subsidiaries (collectively “Mondelēz International,” “we,” “us” and “our”), sells food and beverage products to consumers in 165 countries.Principles of Consolidation:The consolidated financial statements include Mondelēz International, Inc. as well as our wholly owned and majority owned subsidiaries. For allperiods presented through December 31, 2015, the operating results of our Venezuelan subsidiaries are included in our consolidated financialstatements. As of the close of the fourth quarter of 2015, we deconsolidated our Venezuelan operations from our consolidated financial statementsand recognized a loss on deconsolidation. See Currency Translation and Highly Inflationary Accounting: Venezuela below for more information.We account for investments in which we exercise significant influence (20%-50% ownership interest) under the equity method of accounting. OnJuly 2, 2015, we contributed our global coffee businesses to a new company, Jacobs Douwe Egberts (“JDE”), in which we now hold a 43.5% equityinterest (collectively, the “coffee business transactions”). Historically, our coffee businesses and the income from primarily coffee-related and smallerequity method investments were recorded within our operating income as these businesses operated as direct extensions of our base business.Following the coffee business transactions, while we retain an ongoing interest in coffee through significant equity method investments, and we havesignificant influence with JDE and other equity method investments, we do not have control over these operations directly. As such, beginning in thethird quarter of 2015, we began to recognize the investment earnings in after-tax equity method investment earnings outside of operating incomeand segment income. For the six months ended December 31, 2015, after-tax equity method investment net earnings were less than $1 million on acombined basis and thus is not shown on our consolidated statement of earnings for this period. For periods prior to the July 2, 2015 closing, thecoffee and other equity method investment earnings were included within our operating income and segment income. Please see Note 2,Divestitures and Acquisitions – Coffee Business Transactions , and Note 17, Segment Reporting , for more information on these transactions.We use the cost method of accounting for investments in which we have an ownership interest of less than 20% and in which we do not exercisesignificant influence. The noncontrolling interest represents the noncontrolling investors’ interests in the results of subsidiaries that we control andconsolidate. All intercompany transactions are eliminated.Discontinued Operation:On October 1, 2012 (the “Distribution Date”), we completed the spin-off of our former North American grocery business, Kraft Foods Group, Inc.(“Kraft Foods Group”; which is now part of The Kraft Heinz Company), by distributing 100% of the outstanding shares of common stock of KraftFoods Group to holders of our Common Stock (the “Spin-Off”). We retained our global snacks business along with other food and beveragecategories. The divested Kraft Foods Group business is presented as a discontinued operation on the consolidated statements of earnings in 2013.See Note 2, Divestitures and Acquisitions, for additional information.Accounting Calendar Change:In connection with moving toward a common consolidation date across the Company, in the first quarter of 2015, we changed the consolidation datefor our North America segment from the last Saturday of each period to the last calendar day of each period. The change had a favorable impact of$78 million on net revenues and $37 million on operating income in 2015. In the first quarter of 2013, we changed the consolidation date for ourEurope segment, from predominantly the last Saturday of each period to the last calendar day of each period. The change had a favorable impact of$37 million on net revenues and $6 million on operating income in 2013.As a result of these changes, each of our operating subsidiaries now reports results as of the last calendar day of the period. We believe the changewill improve business planning and financial reporting by better matching the close dates of the operating subsidiaries and bringing the reportingdates to the period-end date. As the effect to prior-period results was not material, we have not revised prior-period results. 65Use of Estimates:We prepare our consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S.GAAP”), which require us to make estimates and assumptions that affect a number of amounts in our consolidated financial statements. Significantaccounting policy elections, estimates and assumptions include, among others, pension and benefit plan assumptions, valuation assumptions ofgoodwill and intangible assets, useful lives of long-lived assets, restructuring program liabilities, marketing program accruals, insurance and self-insurance reserves and income taxes. We base our estimates on historical experience and other assumptions that we believe are reasonable. Ifactual amounts differ from estimates, we include the revisions in our consolidated results of operations in the period the actual amounts becomeknown. Historically, the aggregate differences, if any, between our estimates and actual amounts in any year have not had a material effect on ourconsolidated financial statements.Currency Translation and Highly Inflationary Accounting:We translate the results of operations of our subsidiaries from multiple currencies using average exchange rates during each period and translatebalance sheet accounts using exchange rates at the end of each period. We record currency translation adjustments as a component of equity(except for highly inflationary currencies such as in Venezuela) and realized exchange gains and losses on transactions in earnings.Venezuela. From January 1, 2010 through December 31, 2015, we accounted for the results of our Venezuelan subsidiaries using the U.S. dollar asthe functional currency as prescribed by U.S. GAAP for highly inflationary economies.Effective as of the close of the 2015 fiscal year, we concluded that we no longer met the accounting criteria for consolidation of our Venezuelasubsidiaries due to a loss of control over our Venezuelan operations and an other-than-temporary lack of currency exchangeability. During the fourthquarter of 2015, representatives of the Venezuelan government arbitrarily imposed pricing restrictions on our local operations that resulted in ourinability to recover operating costs. We immediately began an appeal process with the Venezuelan authorities to demonstrate that our pricing was inline with the regulatory requirements. In January 2016, local officials verbally lifted some of the pricing restrictions; however, it is uncertain when thelegally required administrative order will be issued. The legal and regulatory environment has become more unreliable. While we had beencomplying with the Venezuelan law governing pricing and profitability controls and had followed the legal process for appeal, the appeal process wasnot available to us as outlined under law. Additionally, we have been increasingly facing issues procuring raw materials and packaging. Takentogether, these actions, the economic environment in Venezuela and the progressively limited access to dollars to import goods through the use ofany of the available currency mechanisms have impaired our ability to operate and control our Venezuelan businesses. We therefore concluded thatwe no longer met the criteria for the consolidation of our Venezuelan subsidiaries.As of the close of the 2015 fiscal year, we deconsolidated and changed to the cost method of accounting for our Venezuelan operations. Werecorded a $778 million pre-tax loss as we reduced the value of our cost method investment in Venezuela and all Venezuelan receivables held byour other subsidiaries to realizable fair value, resulting in full impairment. The recorded loss also included historical cumulative translationadjustments related to our Venezuelan operations that had previously been recorded in accumulated other comprehensive losses within equity. Thefair value of our investments in our Venezuelan subsidiaries was estimated based on discounted cash flow projections of current and expectedoperating losses in the foreseeable future and our ability to operate the business on a sustainable basis. Our fair value estimate reflects U.S. dollarexchange and discount rate assumptions that reflect the inflation and economic uncertainty in Venezuela.Beginning in 2016, we will no longer include net revenues, earnings or net assets of our Venezuelan subsidiaries within our consolidated financialstatements. Under the cost method of accounting, we will recognize earnings only to the extent cash is received from our Venezuelan subsidiaries.Given the current and ongoing difficult economic, regulatory and business environment in Venezuela, there continues to be significant uncertaintyrelated to our operations in Venezuela, and we expect these conditions will continue for the foreseeable future. We will monitor the extent of ourability to control our Venezuelan operations and the liquidity and availability of U.S. dollars at different rates as our current situation in Venezuelamay change over time and lead to consolidation at a future date.For 2015 and prior periods presented, the operating results of our Venezuela operations were included in our consolidated statements of earnings.During this time, we recognized a number of currency-related remeasurement losses resulting from devaluations of the Venezuela bolivar exchangerates we historically used to source U.S. dollars for purchases of imported raw materials, packaging and other goods and services. The followingtable sets forth a history of the remeasurement losses, the deconsolidation loss and historical operating results and financial position of ourVenezuelan subsidiaries for the periods presented: 66 For the Years Ended December 31, 2015 2014 2013 (in millions) Net Revenues $1,217 $760 $795 Operating income (excluding remeasurement and deconsolidationlosses) 266 181 211 Remeasurement losses: Q1 2013: 4.30 to 6.30 bolivars to the U.S. dollar – – (54) Q1 2014: 6.30 to 10.70 bolivars to the U.S. dollar – (142) – SICAD I remeasurements through December 31, 2014 – (25) – Q1 2015: 11.50 to 12.00 bolivars to the U.S. dollar (11) – – Loss on deconsolidation (778) – – As of December 31, 2015 2014 (in millions) Cash (1) $611 $278 Net monetary assets (1) 405 236 Net assets (1) 658 500 (1)Represents the financial position of our Venezuelan subsidiaries prior to the accounting change on December 31, 2015.Argentina. On December 16, 2015, the new Argentinean government fiscal authority announced the lifting of strict currency controls and reducedrestrictions of exports and imports. The next day, the value of the Argentine peso relative to the U.S. dollar fell by 36% and remained relatively stableat this level through December 31, 2015. Further volatility in the exchange rate is expected. While the business operating environment remainschallenging, we continue to monitor and actively manage our investment and exposures in Argentina. Although our ability to effectively hedgeagainst currency fluctuations was reduced during the presidential transition in December, the hedging markets have returned to normal operatinglevels, allowing us to continue executing our hedging programs. We continue refining our product portfolio to improve our product offerings, mix andprofitability. We also continue to implement additional cost initiatives to protect the business. While further currency declines could have an adverseimpact on our ongoing results of operations, we believe the actions by the new government to reduce economic controls and business restrictionswill provide favorable opportunities for our Argentinean subsidiaries. Our Argentinian operations contributed approximately $755 million, or 2.5% ofconsolidated net revenues and approximately $45 million, or 0.5% of consolidated operating income for the year ended December 31, 2015. As ofDecember 31, 2015, the net monetary liabilities of our Argentina operations were not material. Argentina is not designated as a highly-inflationaryeconomy for accounting purposes, so we record currency translation adjustments within equity and realized exchange gains and losses ontransactions in earnings.Other Countries. Since we have operations in over 80 countries and sell in 165 countries, we regularly monitor economic and currency-related risksand seek to take protective measures in response to these exposures. Some of the countries in which we do business have had significanteconomic uncertainty recently. These include Brazil, China, Russia, Turkey and Ukraine, most of which have had either currency devaluation orvolatility. We continue to monitor operations, currencies and net monetary exposures in these countries. At this time, we do not have material netmonetary asset exposures or risk to our operating results from changing to highly inflationary accounting in these countries.Cash and Cash Equivalents:Cash and cash equivalents include demand deposits with banks and all highly liquid investments with original maturities of three months or less.Transfers of Financial Assets:We account for transfers of financial assets as sales when we have surrendered control over the related assets. Whether control has beenrelinquished requires, among other things, an evaluation of relevant legal considerations and an assessment of the nature and extent of ourcontinuing involvement with the assets transferred. We use these programs periodically when circumstances are favorable to manage liquidity.Gains and losses stemming from transfers reported as sales are included as an offset to net revenue in the consolidated statements of earnings.Assets obtained and liabilities incurred in connection with transfers reported as sales are initially recognized on the consolidated balance sheets atfair value. 67On December 19, 2013 in Europe and on December 22, 2015 in the United States, we entered into uncommitted revolving non-recourse accountsreceivable factoring arrangements with a major global bank. The facilities, whose maximum combined capacity is $820 million, will remain availableunless terminated by either party.Under the arrangements, we may sell eligible short-term trade receivables to the bank in exchange for cash. The transfers are reported as sales oftrade receivables within our consolidated financial statements. We continue to service the receivables sold, acting solely as a collecting agent onbehalf of the bank. We recorded losses on these sales of $3 million in 2015 and $2 million in 2014. The outstanding principal amount of receivablessold under the combined facilities amounted to $570 million in 2015 and $211 million in 2014.Inventories:We value our inventory using the average cost method. We also record inventory allowances for overstock and obsolete inventories due toingredient and packaging changes.Long-Lived Assets:Property, plant and equipment are stated at historical cost and depreciated by the straight-line method over the estimated useful lives of the assets.Machinery and equipment are depreciated over periods ranging from 3 to 20 years and buildings and building improvements over periods up to40 years.We review long-lived assets, including amortizable intangible assets, for realizability on an ongoing basis. Changes in depreciation, generallyaccelerated depreciation, are determined and recorded when estimates of the remaining useful lives or residual values of long-term assets change.We also review for impairment when conditions exist that indicate the carrying amount of the assets may not be fully recoverable. In thosecircumstances, we perform undiscounted operating cash flow analyses to determine if an impairment exists. When testing for asset impairment, wegroup assets and liabilities at the lowest level for which cash flows are separately identifiable. Any impairment loss is calculated as the excess of theasset’s carrying value over its estimated fair value. Fair value is estimated based on the undiscounted cash flows for the asset group over theremaining useful life or based on the expected cash proceeds for the asset less costs of disposal. Any significant impairment losses would berecorded within asset impairment and exit costs in the consolidated statements of earnings.Software Costs:We capitalize certain computer software and software development costs incurred in connection with developing or obtaining computer software forinternal use. Capitalized software costs are included in property, plant and equipment and amortized on a straight-line basis over the estimateduseful lives of the software, which do not exceed seven years.Goodwill and Non-Amortizable Intangible Assets:We test goodwill and non-amortizable intangible assets for impairment on an annual basis on October 1. We assess goodwill impairment riskthroughout the year by performing a qualitative review of entity-specific, industry, market and general economic factors affecting our goodwillreporting units. We review our operating segment and reporting unit structure for goodwill testing annually or as significant changes in theorganization occur. Annually, we may perform qualitative testing or elect to do quantitative testing instead, depending on prior test results, currentyear developments, current risk evaluations and other practical considerations. In the event that significant potential goodwill impairment risk existsfor a specific reporting unit, we apply a two-step quantitative test. The first step compares the reporting unit’s estimated fair value with its carryingvalue. We estimate a reporting unit’s fair value using a discounted cash flow method which incorporates planned growth rates, market-baseddiscount rates and estimates of residual value. This year, for our Europe and North America reporting units, we used a market-based, weighted-average cost of capital of 6.8% to discount the projected cash flows of those operations. For our Latin America, Asia Pacific and EEMEA reportingunits, we used a risk-rated discount rate of 9.8%. Estimating the fair value of individual reporting units requires us to make assumptions andestimates regarding our future plans, industry and economic conditions, and our actual results and conditions may differ over time. If the carryingvalue of a reporting unit’s net assets exceeds its fair value, we would apply a second step to measure the difference between the carrying value andimplied fair value of goodwill. If the carrying value of goodwill exceeds its implied fair value, the goodwill is impaired and its carrying value is reducedto the implied fair value of the goodwill.Annually we assess non-amortizable intangible assets for impairment by performing a qualitative review and assessing events and circumstancesthat could affect the fair value or carrying value of the indefinite-lived intangible assets. If significant potential impairment risk exists for a specificasset, we quantitatively test it for impairment by comparing its estimated fair value with its carrying value. We determine estimated fair value usingplanned growth rates, market-based discount rates and estimates of royalty rates. If the carrying value of the asset exceeds its fair value, weconsider the asset impaired and reduce its carrying value to the estimated fair value. We amortize definite-lived intangible assets over theirestimated useful lives and evaluate them for impairment as we do other long-lived assets. 68Insurance and Self-Insurance:We use a combination of insurance and self-insurance for a number of risks, including workers’ compensation, general liability, automobile liability,product liability and our obligation for employee healthcare benefits. We estimate the liabilities associated with these risks on an undiscounted basisby evaluating and making judgments about historical claims experience and other actuarial assumptions and the estimated impact on future results.Revenue Recognition:We recognize revenues when title and risk of loss pass to customers, which generally occurs upon delivery or shipment of goods. Revenues arerecorded net of sales incentives and trade promotions and include all shipping and handling charges billed to customers. Our shipping and handlingcosts are classified as part of cost of sales. Provisions for product returns and other trade allowances are also recorded as reductions to revenueswithin the same period that the revenue is recognized.Marketing and Research and Development:We promote our products with advertising, marketing, sales incentives and trade promotions. These programs include, but are not limited to,cooperative advertising, in-store displays, consumer promotions, new product introduction fees, discounts, coupons, rebates and volume-basedincentives. We expense advertising costs either in the period the advertising first takes place or as incurred. Sales incentive and trade promotionactivities are recorded as a reduction to revenues based on amounts estimated due to customers and consumers at the end of a period. We basethese estimates principally on historical utilization and redemption rates. For interim reporting purposes, advertising expenses and sales incentivesare charged to operations as a percentage of volume, based on estimated volume and estimated program spending. We do not defer costs on ouryear-end consolidated balance sheet and all marketing costs are recorded as an expense in the year incurred. Advertising expense was $1,542million in 2015, $1,552 million in 2014 and $1,721 million in 2013. We expense product research and development costs as incurred. Research anddevelopment expense was $409 million in 2015, $455 million in 2014 and $471 million in 2013. We record marketing and research and developmentexpenses within selling, general and administrative expenses.Employee Benefit Plans:We provide a range of benefits to our current and retired employees. These include pension benefits, postretirement health care benefits andpostemployment benefits depending upon jurisdiction, tenure, job level and other factors. Local statutory requirements govern many of the benefitplans we provide around the world. Local government plans generally cover health care benefits for retirees outside the United States, Canada andUnited Kingdom. Our U.S., Canadian and U.K. subsidiaries provide health care and other benefits to most retired employees. Our postemploymentbenefit plans provide primarily severance benefits for eligible salaried and certain hourly employees. The cost for these plans is recognized inearnings primarily over the working life of the covered employee.Financial Instruments:We use financial instruments to manage our currency exchange rate, commodity price and interest rate risks. We monitor and manage theseexposures as part of our overall risk management program, which focuses on the unpredictability of financial markets and seeks to reduce thepotentially adverse effects that the volatility of these markets may have on our operating results. A principal objective of our risk managementstrategies is to reduce significant, unanticipated earnings fluctuations that may arise from volatility in currency exchange rates, commodity prices andinterest rates, principally through the use of derivative instruments.We use a combination of primarily currency forward contracts, futures, options and swaps; commodity forward contracts, futures and options; andinterest rate swaps to manage our exposure to cash flow variability, protect the value of our existing currency assets and liabilities and protect thevalue of our debt. See Note 9, Financial Instruments , to the consolidated financial statements for more information on the types of derivativeinstruments we use.We record derivative financial instruments on a gross basis and at fair value in our consolidated balance sheets within other current assets or othercurrent liabilities due to their relatively short-term duration. Cash flows from derivative instruments are classified in the consolidated statements ofcash flows based on the nature of the derivative instrument. Changes in the fair value of a derivative that is designated as a cash flow hedge, to theextent that the hedge is effective, are recorded in accumulated other comprehensive earnings / (losses) and reclassified to earnings when thehedged item affects earnings. Changes in fair value of economic hedges and the ineffective portion of all hedges are recognized in current periodearnings. Changes in the fair value of a derivative that is designated as a fair value hedge, along with the changes in the fair value of the relatedhedged asset or liability, are recorded in earnings in the same period. We use 69non-U.S. dollar denominated debt to hedge a portion of our net investment in non-U.S. operations against adverse movements in exchange rates,with currency movements related to the debt and net investment and the related deferred taxes recorded within currency translation adjustment inaccumulated other comprehensive earnings / (losses).In order to qualify for hedge accounting, a specified level of hedging effectiveness between the derivative instrument and the item being hedgedmust exist at inception and throughout the hedged period. We must also formally document the nature of and relationship between the derivative andthe hedged item, as well as our risk management objectives, strategies for undertaking the hedge transaction and method of assessing hedgeeffectiveness. Additionally, for a hedge of a forecasted transaction, the significant characteristics and expected term of the forecasted transactionmust be specifically identified, and it must be probable that the forecasted transaction will occur. If it is no longer probable that the hedged forecastedtransaction will occur, we would recognize the gain or loss related to the derivative in earnings.When we use derivatives, we are exposed to credit and market risks. Credit risk exists when a counterparty to a derivative contract might fail to fulfillits performance obligations under the contract. We reduce our credit risk by entering into transactions with counterparties with high quality,investment grade credit ratings, limiting the amount of exposure with each counterparty and monitoring the financial condition of our counterparties.We also maintain a policy of requiring that all significant, non-exchange traded derivative contracts with a duration of one year or longer aregoverned by an International Swaps and Derivatives Association master agreement. Market risk exists when the value of a derivative or otherfinancial instrument might be adversely affected by changes in market conditions and commodity prices, currency exchange rates or interest rates.We manage derivative market risk by limiting the types of derivative instruments and derivative strategies we use and the degree of market risk thatwe plan to hedge through the use of derivative instruments.Commodity cash flow hedges . We are exposed to price risk related to forecasted purchases of certain commodities that we primarily use as rawmaterials. We enter into commodity forward contracts primarily for wheat, sugar and other sweeteners, soybean and vegetable oils and cocoa.Commodity forward contracts generally are not subject to the accounting requirements for derivative instruments and hedging activities under thenormal purchases exception. We also use commodity futures and options to hedge the price of certain input costs, including cocoa, energy costs,wheat, sugar and other sweeteners, soybean and vegetable oils and dairy. Some of these derivative instruments are highly effective and qualify forhedge accounting treatment. We also sell commodity futures to unprice future purchase commitments, and we occasionally use related futures tocross-hedge a commodity exposure. We are not a party to leveraged derivatives and, by policy, do not use financial instruments for speculativepurposes.Currency exchange cash flow hedges . We use various financial instruments to mitigate our exposure to changes in exchange rates from third-partyand intercompany current and forecasted transactions. These instruments may include currency exchange forward contracts, futures, options andswaps. Based on the size and location of our businesses, we use these instruments to hedge our exposure to certain currencies, including the euro,pound sterling, Swiss franc and Canadian dollar.Interest rate cash flow and fair value hedges . We manage interest rate volatility by modifying the pricing or maturity characteristics of certainliabilities so that the net impact on expense is not, on a material basis, adversely affected by movements in interest rates. As a result of interest ratefluctuations, hedged fixed-rate liabilities appreciate or depreciate in market value. We expect the effect of this unrealized appreciation or depreciationto be substantially offset by our gains or losses on the derivative instruments that are linked to these hedged liabilities. We use derivativeinstruments, including interest rate swaps that have indices related to the pricing of specific liabilities as part of our interest rate risk managementstrategy. As a matter of policy, we do not use highly leveraged derivative instruments for interest rate risk management. We use interest rate swapsto economically convert a portion of our fixed-rate debt into variable-rate debt. Under the interest rate swap contracts, we agree with other parties toexchange, at specified intervals, the difference between fixed-rate and floating-rate interest amounts, which is calculated based on an agreed-uponnotional amount. We also use interest rate swaps to hedge the variability of interest payment cash flows on a portion of our future debt obligations.Substantially all of these derivative instruments are highly effective and qualify for hedge accounting treatment.Hedges of net investments in non-U.S. operations . We have numerous investments outside the United States. The net assets of these subsidiariesare exposed to changes and volatility in currency exchange rates. We use local currency denominated debt to hedge our non-U.S. net investmentsagainst adverse movements in exchange rates. We designated our euro, pound sterling and Swiss franc denominated borrowings as a netinvestment hedge of a portion of our overall European operations. The gains and losses on our net investment in these designated Europeanoperations are economically offset by losses and gains on our euro, pound sterling and Swiss franc denominated borrowings. The change in thedebt’s value, net of deferred taxes, is recorded in the currency translation adjustment component of accumulated other comprehensive earnings /(losses). 70Income Taxes:We recognize tax benefits in our financial statements when uncertain tax positions are assessed more likely than not to be sustained upon audit. Theamount we recognize is measured as the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement.We recognize deferred tax assets for deductible temporary differences, operating loss carryforwards and tax credit carryforwards. Deferred taxassets are reduced by a valuation allowance if it is more likely than not that some portion, or all, of the deferred tax assets will not be realized.New Accounting Pronouncements:In January 2016, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) which provides updatedguidance for the recognition, measurement, presentation and disclosure of financial assets and liabilities. The ASU is effective for fiscal yearsbeginning after December 15, 2017. We are currently assessing the impact across our operations and on our consolidated financial statements.In November 2015, the FASB issued an ASU that requires all deferred tax liabilities and assets be classified as noncurrent in the balance sheet. Thenew standard did not change the current requirement to offset deferred tax liabilities and assets within a tax-paying component of an entity. The ASUis effective for fiscal years beginning after December 15, 2016, with early adoption permitted. It can also be applied either prospectively orretrospectively to all periods presented. We early adopted the new standard on December 31, 2015 on a prospective basis. We classified deferredtaxes as non-current on our consolidated balance sheets as of December 31, 2015. No prior periods were retrospectively adjusted.In September 2015, the FASB issued an ASU that eliminates the requirement for an acquirer in a business combination to account formeasurement-period adjustments retrospectively. Under the new guidance, measurement-period adjustments should be accounted for during theperiod in which the entity determines the amount of the adjustment. The ASU is effective for fiscal years beginning after December 15, 2015, withearly adoption permitted, and should be applied prospectively to open measurement periods after the effective date, regardless of the acquisitiondate. We elected to early adopt and will apply the standard in our accounting for the acquisitions that we closed during the third quarter of 2015. SeeNote 2, Divestitures and Acquisitions , for more information.In July 2015, the FASB issued an ASU that simplifies the guidance on the subsequent measurement of inventory. U.S. GAAP currently requires anentity to measure inventory at the lower of cost or market. Previously, market could be replacement cost, net realizable value or net realizable valueless an approximate normal profit margin. Under the new standard, inventory should be valued at the lower of cost or net realizable value. The ASUis effective for fiscal years beginning after December 15, 2016, with early adoption permitted. We early adopted the new standard on January 1,2016 on a prospective basis. The adoption of the standard is not expected to have a material impact on our consolidated financial statements.In May 2015, the FASB issued an ASU that applies to reporting entities that elect to measure the fair value of an investment using the net assetvalue (“NAV”) per share (or its equivalent) practical expedient. This ASU removes the requirement to include investments measured using thepractical expedient within fair value hierarchy disclosures. Also, practical expedient disclosures previously required for all eligible investments arenow only required for investments for which the practical expedient has been elected. The update is effective for fiscal years beginning afterDecember 15, 2015, with early adoption permitted. As we measure certain defined benefit plan assets using the NAV practical expedient, weadopted the new standard on January 1, 2016. The new standard will impact our future pension disclosures and is not expected to otherwise havean impact on our consolidated financial statements.In April 2015, the FASB issued an ASU that provides guidance on evaluating whether a cloud computing arrangement includes a software license. Ifthere is a software license component, software licensing accounting should be applied; otherwise, service contract accounting should be applied.The ASU is effective for fiscal years beginning after December 15, 2015, with early adoption permitted. We adopted the new standard on January 1,2016 and on a prospective basis. The standard is not expected to have a material impact on our consolidated financial statements.In April 2015, the FASB issued an ASU that simplifies the presentation of debt issuance costs. The standard requires debt issuance costs related toa recognized debt obligation to be presented in the balance sheet as a direct deduction from the carrying amount of the related debt instead of beingpresented as an asset, similar to the presentation of debt discounts. 71In August 2015, the FASB issued an update clarifying that for line-of-credit arrangements entities may continue to defer debt issuance costs as anasset. The ASU represents a change in accounting principle and requires retrospective application. The ASU is effective for fiscal years beginningafter December 15, 2015, with early adoption permitted. We early adopted the new standard on December 31, 2015 and reclassified historicaldeferred debt issuance costs related to debt other than line-of-credit arrangements from long-term other assets to offset the related debt obligations.In February 2015, the FASB issued an ASU that amends current consolidation guidance related to the evaluation of whether certain legal entitiesshould be consolidated. The standard modifies both the variable interest entity (“VIE”) model and the voting interest model, including analyses ofwhether limited partnerships are VIEs and the impact of service fees and related party interests in determining if an entity is a VIE to the reportingentity. The guidance is effective for fiscal years beginning after December 15, 2015, with early adoption permitted. We adopted the new standard onJanuary 1, 2016 and we do not expect the standard to have a material impact on our consolidated financial statements.In May 2014, the FASB issued an ASU on revenue recognition from contracts with customers. The new ASU outlines a new, single comprehensivemodel for companies to use in accounting for revenue. The core principle is that an entity should recognize revenue to depict the transfer ofpromised goods or services to a customer in an amount that reflects the consideration the entity expects to be entitled to receive in exchange for thegoods or services. The ASU also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows fromcustomer contracts, including significant judgments made in recognizing revenue. In May 2015, the FASB proposed changes to the new guidance inthe areas of licenses and identifying performance obligations. In August 2015, the FASB issued an ASU that defers the effective date by one year toannual reporting periods beginning after December 15, 2017. Early adoption is permitted as of the original effective date which was for annualreporting periods beginning after December 15, 2016. The ASU may be applied retrospectively to historical periods presented or as a cumulative-effect adjustment as of the date of adoption. We have made progress in our due diligence and scoping reviews and continue to assess the impact ofthe new standard across our operations and on our consolidated financial statements. We anticipate adopting the new standard on January 1, 2018.Reclassifications:Certain amounts previously reported have been reclassified to conform to current-year presentation. See above for reclassifications made related todeferred debt issuance costs.Note 2. Divestitures and AcquisitionsCoffee Business Transactions:On July 2, 2015, we completed transactions to combine our wholly owned coffee businesses (including our coffee portfolio in France) with those ofD.E Master Blenders 1753 B.V. (“DEMB”) to create a new company, Jacobs Douwe Egberts or JDE. We currently hold a 43.5% equity interest inJDE and Acorn Holdings B.V. (“AHBV”), owner of DEMB, holds the remaining 56.5% equity interest.In connection with the contribution of our global coffee businesses to JDE, we recorded a pre-tax gain of $6.8 billion (or $6.6 billion after taxes) in2015. We also recorded approximately $1.0 billion of pre-tax net gains related to hedging the expected cash proceeds from the transactions asdescribed further below.The consideration we have received to date consists of € 3.8 billion of cash ($4.2 billion U.S. dollars as of July 2, 2015), a 43.5% equity interest inJDE and $794 million in receivables (related to sales price adjustments and tax formation cost payments). During the third quarter of 2015, we alsorecorded $283 million of cash and receivables from JDE related to reimbursement of costs that we incurred in separating our coffee businesses. Thecash and equity consideration we received at closing reflects that we retained our interest in a Korea-based joint venture, Dongsuh FoodsCorporation. During the second quarter of 2015, we also completed the sale of our interest in a Japanese coffee joint venture, Ajinomoto GeneralFoods, Inc. (“AGF”). In lieu of contributing our interest in the AGF joint venture to JDE, we contributed the net cash proceeds from the sale, and thetransaction did not change the consideration received for our global coffee businesses. Please see discussion of the divestiture of AGF below underOther Divestitures, Acquisitions and Sales of Property . 72During the fourth quarter, we and JDE concluded negotiations of a sales price adjustment and completed the valuation of our investment in JDE.Primarily related to the negotiated resolution of the sales price adjustment in the fourth quarter, we recorded a $313 million reduction in the pre-taxgain on the coffee transaction, reducing the $7.1 billion estimated gain in the third quarter to the $6.8 billion final gain for 2015. As part of our salesprice negotiations, we retained the right to collect future cash payments if certain estimated pension liabilities come in over an agreed amount in thefuture. As such, we may recognize additional income related to this negotiated term in the future.The final value of our investment in JDE on July 2, 2015 was € 4.1 billion, or $4.5 billion. The fair value of the JDE investment was determined usingboth income-based and market-based valuation techniques. The discounted cash flow analysis reflected growth, discount and tax rates and otherassumptions reflecting the underlying combined businesses and countries in which the combined coffee businesses operate.In connection with the expected receipt of cash in euros at the time of closing, we entered into a number of consecutive currency exchange forwardcontracts in 2014 and 2015 to lock in an equivalent expected value in U.S. dollars as of the date the coffee business transactions were firstannounced in May 2014. Cumulatively, we realized aggregate net gains and received cash of approximately $1.0 billion on these hedging contractsthat increased the cash we received in connection with the coffee business transactions from $4.2 billion in cash consideration received to $5.2billion. In connection with these currency contracts and the transfer of the sale proceeds to our subsidiaries that deconsolidated net assets andshares, we recognized a net gain of $628 million in 2014 and a net gain of $436 million in 2015 within interest and other expense, net.Prior to the July 2, 2015 closing, we received conditional approval for the coffee business combination from the European Commission following theirantitrust evaluation. The European Commission’s ruling was conditioned upon JDE’s divestiture of the majority of the EU-based Carte Noirebusiness and DEMB’s Merrild business, primarily in France and Denmark. Those businesses have been transferred to JDE. JDE is completing thesales of these businesses in line with the European Commission agreements. As these businesses were recorded at their fair value as of July 2,2015, reflecting the then pending sale values, we did not and will not record any gain or loss on the sale of these businesses in our share of JDE’searnings.In our historical consolidated results, the pre-tax earnings of the coffee businesses we contributed to JDE were included in periods prior to the July 2,2015 closing date and as reflected below for the periods presented: For the Six MonthsEnded July 2, For the Years Ended December 31, 2015 2014 2013 (in millions) (in millions) Earnings before income taxes $342 $646 $700 We also incurred incremental expenses related to readying our global coffee businesses for the transactions that totaled $278 million for the yearended December 31, 2015 and $77 million for the year ended December 31, 2014. Of these total expenses, $123 million was recorded within assetimpairment and exit costs in 2015 and the remainder was recorded within selling, general and administrative expenses of primarily our Europesegment, as well as within our Eastern Europe, Middle East and Africa (“EEMEA”) segment and general corporate expenses. 73On July 2, 2015, we deconsolidated the following assets and liabilities in connection with the deconsolidation of our global coffee businesses (inmillions). The amounts below also include the fourth quarter final settlement of coffee business-related pension obligations as further describedbelow. Assets Cash and cash equivalents $488 Trade receivables 468 Other receivables 24 Inventories, net 469 Deferred income taxes 6 Other current assets 44 Current assets 1,499 Property, plant and equipment, net 751 Goodwill 1,664 Intangible assets, net – Other assets 35 Noncurrent assets 2,450 Total assets $3,949 Liabilities Accounts payable $438 Accrued marketing 290 Accrued employment costs 29 Other current liabilities 63 Current liabilities 820 Deferred income taxes 63 Accrued pension costs 131 Other liabilities 4 Noncurrent liabilities 198 Total liabilities $1,018 Net assets deconsolidated $2,931 In addition to the net assets we deconsolidated, we also reduced accumulated other comprehensive losses for the transfer of coffee business-related pension obligations in the amount of $90 million in 2015. The timing of these reductions during the third and fourth quarters of 2015corresponded to when the Company was discharged from the obligations under the plans.As a result of the transaction, our snacks product categories, consisting of biscuits, chocolate, gum and candy, make up the majority of our businessportfolio, contributing approximately 85% of our 2015 and 2014 net revenues after excluding coffee net revenues. By retaining a significant stake inJDE, the coffee category will continue to be significant to our results. As such, we have reflected our historical coffee results and equity earningsfrom JDE in results from continuing operations reflecting the fact that results from the coffee category continue to be a significant part of our netearnings and business strategy going forward. 74Summary Financial Information for Equity Method Investments:Summarized financial information for JDE and our other equity method investments is reflected below. As of December 31, 2015 2014 (in millions) Current assets $3,943 $1,120 Noncurrent assets 20,936 835 Total assets $24,879 $1,955 Current liabilities $2,779 $564 Noncurrent liabilities 9,880 62 Total liabilities $12,659 $626 For the Years Ended December 31, 2015 2014 2013 (in millions) Net revenues $4,993 $2,721 $2,749 Gross profit 1,551 921 952 Income from continuing operations 96 226 214 Net income 97 226 214 Net income attributable to investees (1) $97 $226 $214 Mondelēz International ownership interests 40%-50% 40%-50% 40%-50% Mondelēz International share of investee net income (2) $56 $113 $107 (1)Includes $33 million of amortization expense related to a basis difference between the U.S. GAAP accounting basis for our equity method investments and theU.S. GAAP accounting basis of their equity. (2)Historically, we have recorded income from equity method investments within our operating income as these investments operated as extensions of our basebusiness. Beginning in the third quarter of 2015, to align with the accounting for JDE earnings, we began to record the earnings from our equity methodinvestments in after-tax equity method investment earnings outside of operating income. For the six months ended December 31, 2015, after-tax equitymethod investment net earnings were less than $1 million on a combined basis. Earnings from equity method investments recorded within segment operatingincome were $56 million for the six months ended July 2, 2015, $113 million for the year ended December 31, 2014 and $107 million for the year endedDecember 31, 2013. See Note 1, Summary of Significant Accounting Policies – Principles of Consolidation , for additional information.Additionally, our proportionate share of JDE’s and our other equity method investments’ other comprehensive losses was $137 million in 2015, $28million in 2014 and $1 million in 2013 which were recorded within our consolidated statement of other comprehensive earnings.JDE Capital Increase:On December 18, 2015, AHBV and we agreed to provide JDE additional capital to pay down some of its debt with lenders. Our pro rata share of thecapital increase was € 499 million ($544 million U.S. dollars as of December 18, 2015) and was made in return for additional shares in JDE such thatwe retained our 43.5% interest in JDE following the capital increase. To fund our share of the capital increase, we contributed € 460 million ($501million) of JDE receivables and made a € 39 million ($43 million) cash payment.Planned Keurig Transaction:On December 6, 2015, we agreed to make an investment in Keurig Green Mountain Inc. (“Keurig”), which is contingent upon the successfulcompletion of a planned acquisition of Keurig by JAB Holding Co. (“JAB” and parent company of AHBV). Following the close of JAB’s plannedacquisition of Keurig in early 2016, we intend to exchange a portion of our equity interest in JDE for an equity interest in Keurig. Following theexchange of shares, we expect our ownership in JDE to decrease to approximately 26.5% and our interest in Keurig to be somewhat lower. Weexpect to account for both investments under the equity method, resulting in our recognizing our share of their earnings within our earnings and ourshare of their dividends within our cash flows. Our governance rights in JDE will not change significantly and we will have similar governance rightsin Keurig following the transaction. Our investment in Keurig will follow the acquisition of Keurig by JAB, which is expected to be completed by theend of the first quarter of 2016 or early in the second quarter. As our exchange of shares in JDE for the investment in Keurig is conditioned upon theactions of JAB and Keurig’s existing shareholders and is subject to further regulatory antitrust reviews, we have not reflected the portion of ourinvestment in JDE that would be exchanged for the Keurig investment as assets held for sale as of December 31, 2015. 75Spin-Off of Kraft Foods Group:We divested the Kraft Foods Group grocery business in a spin-off completed on October 1, 2012. In 2013, in connection with the Kraft Foods Groupbusiness, we received cash and recorded income from the resolution of the legal matter described below and we received cash and retired areceivable related to a Spin-Off stock award cash settlement with Kraft Foods Group. We also incurred Spin-Off transaction, transition and financingand related costs (“Spin-Off Costs”) through the end of 2014 as noted below.On December 13, 2013, an independent arbitrator in our dispute with the Starbucks Coffee Company (“Starbucks”) issued a decision and FinalAward that Kraft Foods Global, Inc. (which became Kraft Foods Group in the Spin-Off), the named party in the proceeding, had proven that it wasentitled to recover and that Starbucks was required to pay $2,764 million in total cash compensation for Starbucks’ unilateral termination of theStarbucks packaged coffee business license and supply agreement. The award included compensation for 135% of the determined fair market valueof the agreement for improper termination as well as prejudgment interest of $521 million and Kraft Foods Group’s attorney’s fees, which the partiesagreed would equal $15 million. Starbucks has paid all of the amount owed pursuant to the ruling. Under the Separation and Distribution Agreementbetween Kraft Foods Group and us, Kraft Foods Group directed the recovery awarded in the arbitration proceeding to us in connection with the Spin-Off recapitalization plans. Accordingly, the pre-tax gain on the resolution of the Starbucks arbitration of $2.5 billion ($1.6 billion net of tax) wasrecorded in earnings from discontinued operations during the fourth quarter of 2013.In March 2013, we also collected $55 million from Kraft Foods Group related to the cash settlement of stock awards held by our respectiveemployees at the time of the Spin-Off as further described in Note 11, Stock Plans .In 2014, we concluded our Spin-Off transition plans. We recorded Spin-Off Costs of $35 million in 2014 and $62 million in 2013 in pre-tax earningswithin selling, general and administrative expenses. Through the end of 2014, we incurred total Spin-Off Costs of approximately $1.2 billion.Other Divestitures, Acquisitions and Sales of Property:On July 15, 2015, we acquired an 80% interest in a biscuit operation in Vietnam, which is now a subsidiary within our Asia Pacific segment. Totalcash paid to date for the biscuit operation, intellectual property, non-compete and consulting agreements less purchase price adjustments receivedwas 11,645 billion Vietnamese dong ($534 million U.S. dollars using applicable exchange rates on July 15 and November 27). We have made,received and expect to make the following cash payments in connection with the acquisition: • On November 10, 2014, we deposited $46 million in escrow upon signing the purchase agreement. • On July 15, 2015, we made a 9,122 billion Vietnamese dong ($418 million U.S. dollars as of July 15, 2015) payment for the biscuitoperation, a $44 million additional escrow deposit and a 759 billion Vietnamese dong ($35 million U.S. dollars as of July 15, 2015) partialpayment for the non-compete and continued consulting agreements. • On November 27, 2015, we received 197 billion Vietnamese dong ($9 million U.S. dollars as of November 27, 2015) as a purchase priceadjustment related to working capital adjustments at closing. • Subject to the satisfaction of final conditions, including the resolution of warranty, other claims and further purchase price adjustments,we expect to release previously escrowed funds of $90 million for the remaining 20% interest in the biscuit operation and to make a finalpayment of 759 billion Vietnamese dong ($34 million U.S. dollars using a December 31, 2015 exchange rate) for the non-compete andconsulting agreements. We anticipate resolution of these conditions by the end of the third quarter of 2016.We are in the process of completing the valuation work for the acquired net assets. We have recorded a preliminary allocation of the considerationpaid including $10 million to inventory, $47 million to property, plant and equipment, $19 million to other net liabilities and $461 million of estimatedgoodwill. We recorded the non-compete and consulting agreements as prepaid contracts within other current and non-current assets and they will beamortized into net earnings over the remaining contract terms. The acquisition added $121 million in incremental net revenues and $21 million inincremental operating income in 2015. Additionally, we recorded acquisition costs of $7 million in 2015 and $2 million in 2014 and integration costsof $9 million for the year ended December 31, 2015 within selling, general and administrative expenses.On April 23, 2015, we completed the divestiture of our 50% equity interest in AGF, our Japanese coffee joint venture, to our joint venture partner,which generated cash proceeds of 27 billion Japanese yen ($225 million U.S. dollars as of April 23, 2015) and a pre-tax gain of $13 million (after-taxloss of $9 million). Upon closing, we divested our $99 million investment in the joint venture, $65 million of goodwill and $41 million of accumulatedother comprehensive losses. We also incurred approximately $7 million of transaction costs. 76On February 16, 2015, we acquired a U.S. snack food company, Enjoy Life Foods, within our North America segment. We paid cash and settleddebt totaling $81 million in connection with the acquisition. Upon finalizing the valuation of the acquired net assets during the second quarter, werecorded an $81 million purchase price allocation of $58 million in identifiable intangible assets, $20 million of goodwill and $3 million of other netassets. The acquisition-related costs and operating results of the acquisition were not material to our consolidated financial statements for the yearended December 31, 2015.On February 22, 2013, we acquired the remaining interest in a biscuit operation in Morocco, which is now a wholly-owned subsidiary within ourEEMEA segment. We paid net cash consideration of $119 million, consisting of $155 million purchase price net of cash acquired of $36 million. Priorto the acquisition, our interest in the operation was accounted for under the equity method. As a result of obtaining a controlling interest, weconsolidated the operation and upon finalizing the valuation of the acquired net assets in the fourth quarter of 2013, we recorded the fair value ofacquired assets (including identifiable intangible assets of $48 million), the liabilities assumed and goodwill of $209 million. During the quarter endedMarch 31, 2013, we also recorded a pre-tax gain of $22 million related to the remeasurement of our previously-held equity interest in the operation tofair value in accordance with U.S. GAAP and acquisition costs of $7 million in interest and other expense, net and selling, general and administrativeexpenses. We recorded integration charges of $4 million in 2014 and $4 million in 2013 within cost of sales and selling, general and administrativeexpenses.In 2013, we completed several divestitures primarily in our EEMEA and Europe segments that generated cash proceeds of $60 million and pre-taxgains of $8 million. The divestitures included a salty snacks business in Turkey, a confectionery business in South Africa and a chocolate business inSpain. The aggregate operating results of the 2013 divestitures were not material to our financial statements in any of the periods presented.In 2013, we sold properties in India within our Asia Pacific segment and in Italy, the United Kingdom and Norway within our Europe segment. TheIndia property sale generated a $39 million pre-tax gain and $53 million of cash proceeds. The Europe property sales generated $29 million in pre-tax net gains and $37 million of cash proceeds. We also have a $27 million receivable as of December 31, 2015 related to the United Kingdomproperty sale in 2013, of which $25 million was received in January 2016, with approximately $2 million to be received within a year. The gains wererecorded within selling, general and administrative expenses and cash proceeds were recorded in cash flows from other investing activities in theyear ended December 31, 2013.Note 3. InventoriesInventories consisted of the following: As of December 31, 2015 2014 (in millions) Raw materials $782 $1,215 Finished product 1,930 2,434 2,712 3,649 Inventory reserves (103) (169) Inventories, net $2,609 $3,480 On July 2, 2015, we deconsolidated $469 million of net inventory with the coffee business transactions. See Note 2, Divestitures and Acquisitions –Coffee Business Transactions , for additional information.Note 4. Property, Plant and EquipmentProperty, plant and equipment consisted of the following: As of December 31, 2015 2014 (in millions) Land and land improvements $495 $574 Buildings and building improvements 2,753 3,117 Machinery and equipment 10,044 11,737 Construction in progress 1,262 1,484 14,554 16,912 Accumulated depreciation (6,192) (7,085) Property, plant and equipment, net $8,362 $9,827 77On July 2, 2015, we deconsolidated $751 million of net property, plant and equipment with the coffee business transactions. See Note 2, Divestituresand Acquisitions – Coffee Business Transactions , for additional information.Capital expenditures of $1,514 million for the year ended December 31, 2015 exclude $322 million of accrued capital expenditures remaining unpaidat December 31, 2015 and include payment for $388 million of capital expenditures that were accrued and unpaid at December 31, 2014.In connection with our restructuring programs, we recorded non-cash asset write-downs (including accelerated depreciation and asset impairments)of $264 million in 2015, $173 million in 2014 and $89 million in 2013 (see Note 6, Restructuring Programs ). These charges were recorded in theconsolidated statements of earnings within asset impairment and exit costs as follows: For the Years Ended December 31, 2015 2014 2013 (in millions) Latin America $46 $14 $– Asia Pacific 80 23 2 EEMEA 9 16 – Europe 64 37 27 North America 65 83 60 Total non-cash asset write-downs $264 $173 $89 Note 5. Goodwill and Intangible AssetsGoodwill by reportable segment was: As of December 31, 2015 2014 (in millions) Latin America $858 $1,127 Asia Pacific 2,520 2,395 EEMEA 1,304 1,942 Europe 7,117 8,952 North America 8,865 8,973 Goodwill $20,664 $23,389 Intangible assets consisted of the following: As of December 31, 2015 2014 (in millions) Non-amortizable intangible assets $17,527 $18,810 Amortizable intangible assets 2,320 2,525 19,847 21,335 Accumulated amortization (1,079) (1,000) Intangible assets, net $18,768 $20,335 Non-amortizable intangible assets consist principally of brand names purchased through our acquisitions of Nabisco Holdings Corp., the Spanishand Portuguese operations of United Biscuits, the global LU biscuit business of Groupe Danone S.A. and Cadbury Limited. Amortizable intangibleassets consist primarily of trademarks, customer-related intangibles, process technology, licenses and non-compete agreements. At December 31,2015, the weighted-average life of our amortizable intangible assets was 13.6 years.Amortization expense for intangible assets was $181 million in 2015, $206 million in 2014 and $217 million in 2013. We currently estimate annualamortization expense for each of the next five years to be approximately $180 million, estimated using December 31, 2015 exchange rates. 78Changes in goodwill and intangible assets consisted of: 2015 2014 Goodwill Intangible Assets, at cost Goodwill Intangible Assets, at cost (in millions) Balance at January 1 $23,389 $21,335 $25,597 $22,919 Changes due to: Currency (1,477) (1,462) (2,256) (1,528) Coffee business transactions and divestiture (1,729) – – – Acquisitions 481 58 – – Asset impairments – (83) – (57) Other – (1) 48 1 Balance at December 31 $20,664 $19,847 $23,389 $21,335 Changes to goodwill and intangibles were: • Coffee business transactions and divestiture – On July 2, 2015, we deconsolidated $1,664 million of goodwill and less than $1 million ofintangible assets in connection with the coffee business transactions. On April 23, 2015, we completed the divestiture of our 50% equityinterest in AGF, which resulted in divesting $65 million of goodwill. • Acquisitions – On July 15, 2015, we acquired an 80% interest in a biscuit operation in Vietnam and recorded a preliminary allocation of$461 million of goodwill as we complete the final valuation work for the acquisition. On February 16, 2015, we acquired Enjoy Life Foodsand recorded $20 million of goodwill and $58 million in identifiable intangible assets. • Asset Impairments – On December 31, 2015, in connection with the deconsolidation of Venezuela, we recorded $12 million ofimpairment charges as described below. We recorded $71 million of charges related to four trademarks in 2015 and $57 million ofcharges related to two trademarks in 2014 as described below.In 2015, 2014 and 2013, there were no impairments of goodwill. In connection with our 2015 annual impairment testing, each of our reporting unitshad sufficient fair value in excess of carrying value. In connection with the deconsolidation of our Venezuelan operations on December 31, 2015, wetested our Latin America reporting unit and determined the remaining businesses excluding Venezuela had sufficient fair value in excess of carryingvalue, such that there were no impairments of goodwill. While all reporting units passed our annual impairment testing, if expectations are not met orspecific valuation factors outside of our control, such as discount rates, change significantly, then the estimated fair values of a reporting unit orreporting units might decline and lead to a goodwill impairment in the future.During our 2015 annual testing of non-amortizable intangible assets, we recorded $71 million of impairment charges related to four trademarks. Theimpairments arose due to lower than expected product growth partly driven by decisions made in the fourth quarter to redirect support for theproducts to other regional and global brands and slowdowns in local economies. We recorded charges related to candy and biscuit trademarks of$44 million in Asia Pacific, $22 million in Europe and $5 million in Latin America. The impairment charges were calculated as the excess of thecarrying value over the estimated fair value of the intangible assets on a global basis and were recorded within asset impairment and exit costs. Weprimarily use a relief of royalty valuation method, which utilizes estimates of future sales, growth rates, royalty rates and discount rates indetermining a brand’s global fair value. During our 2015 intangible asset impairment review, we noted seven brands, including the four impairedtrademarks, with $598 million of aggregate book value as of December 31, 2015 that each had a fair value in excess of book value of 10% or less.While these intangible assets passed our annual impairment testing and we believe our current plans for each of these brands will allow them tocontinue to not be impaired, if expectations are not met or specific valuation factors outside of our control, such as discount rates, changesignificantly, then a brand or brands could become impaired in the future. In 2014, we recorded a $48 million charge related to a biscuit trademark inour Asia Pacific segment and a $9 million charge related to a candy trademark in our Europe segment. Additionally, in connection with thedeconsolidation of our Venezuelan operations on December 31, 2015, we recorded $12 million of impairment charges within the loss ondeconsolidation of Venezuela related to a biscuit trademark. 79Note 6. Restructuring Programs2014-2018 Restructuring ProgramOn May 6, 2014, our Board of Directors approved a $3.5 billion restructuring program, comprised of approximately $2.5 billion in cash costs and $1billion in non-cash costs (the “2014-2018 Restructuring Program”), and up to $2.2 billion of capital expenditures. The primary objective of the 2014-2018 Restructuring Program is to reduce our operating cost structure in both our supply chain and overhead costs. The program is intended primarilyto cover severance as well as asset disposals and other manufacturing-related one-time costs. Since inception, we have incurred total restructuringand related implementation charges of $1.4 billion related to the 2014-2018 Restructuring Program. We expect to incur the majority of the program’sremaining charges in 2016 and to complete the program by year-end 2018.Restructuring Costs :We recorded restructuring charges of $711 million 2015 and $274 million in 2014 within asset impairment and exit costs. The activity for the 2014-2018 Restructuring Program liability for the years ended December 31, 2015 and 2014 was: Severance and related Asset costs Write-downs Total (in millions) Liability balance, January 1, 2014 $– $– $– Charges 251 23 274 Cash spent (17) – (17) Non-cash settlements / adjustments (5) (23) (28) Currency (5) – (5) Liability balance, December 31, 2014 $224 $– $224 Charges 442 269 711 Cash spent (243) – (243) Non-cash settlements / adjustments (4) (269) (273) Currency (24) – (24) Liability balance, December 31, 2015 $395 $– $395 We spent $243 million in 2015 and $17 million in 2014 in cash severance and related costs. We also recognized non-cash pension settlement losses(See Note 10, Benefit Plans ), non-cash asset write-downs (including accelerated depreciation and asset impairments) and other non-cashadjustments totaling $273 million in 2015 and $28 million in 2014. At December 31, 2015, $351 million of our net restructuring liability was recordedwithin other current liabilities and $44 million was recorded within other long-term liabilities.Implementation Costs:Implementation costs are directly attributable to restructuring activities; however, they do not qualify for special accounting treatment as exit ordisposal activities. We believe the disclosure of implementation costs provides readers of our financial statements with more information on the totalcosts of our 2014-2018 Restructuring Program. Implementation costs primarily relate to reorganizing our operations and facilities in connection withour supply chain reinvention program and other identified productivity and cost saving initiatives. The costs include incremental expenses related tothe closure of facilities, costs to terminate certain contracts and the simplification of our information systems. Within our continuing results ofoperations, we recorded implementation costs of $291 million in 2015 and $107 million in 2014. We recorded these costs within cost of sales andgeneral corporate expense within selling, general and administrative expenses. 80Restructuring and Implementation Costs in Operating Income:During 2015 and 2014, we recorded restructuring and implementation costs related to the 2014-2018 Restructuring Program within operating incomeas follows: For the Years EndedDecember 31, Latin Asia North America Pacific EEMEA Europe America Corporate (1) Total (in millions) 2015 Restructuring Costs $145 $133 $63 $228 $114 $28 $711 Implementation Costs 39 19 12 73 69 79 291 Total $184 $152 $75 $301 $183 $107 $1,002 2014 Restructuring Costs $81 $16 $19 $91 $57 $10 $274 Implementation Costs 16 9 4 37 5 36 107 Total $97 $25 $23 $128 $62 $46 $381 Total Project 2014-2015 (2) Restructuring Costs $226 $149 $82 $319 $171 $38 $985 Implementation Costs 55 28 16 110 74 115 398 Total $281 $177 $98 $429 $245 $153 $1,383 (1)Includes adjustment for rounding. (2)Includes all charges recorded since program inception on May 6, 2014 through December 31, 2015.2012-2014 Restructuring ProgramOn October 1, 2012, we completed the Spin-Off of our North American grocery business, Kraft Foods Group, to our shareholders. Prior to thistransaction, in 2012, our Board of Directors approved $1.5 billion of related restructuring and implementation costs (the “2012-2014 RestructuringProgram”) reflecting primarily severance, asset disposals and other manufacturing-related one-time costs. The primary objective of the 2012-2014Restructuring Program was to ensure that Mondelēz International and Kraft Foods Group were each set up to operate efficiently and execute on ourrespective business strategies upon separation and in the future.Of the $1.5 billion of 2012-2014 Restructuring Program costs, we retained approximately $925 million and Kraft Foods Group retained the balance ofthe program. Through the end of 2014, we incurred total restructuring and related implementation charges of $899 million and completed incurringplanned charges on the 2012-2014 Restructuring Program.Restructuring Costs:We recorded reversals to the restructuring charges of $4 million 2015 related to accruals no longer required. We recorded restructuring charges of$360 million in 2014 and $267 million in 2013 within asset impairment and exit costs. During 2014, we also recorded out-of-period accruals for $73million of severance ($52 million related to 2014 and $21 million related to 2013) in connection with a change in the timing of accruals for ongoingnegotiations with workers’ councils and labor unions. 81The activity for the 2012-2014 Restructuring Program liability for the years ended December 31, 2015 and 2014 was: Severance and related Asset costs Write-downs Total (in millions) Liability balance, January 1, 2014 $68 $– $68 Charges 201 159 360 Cash spent (130) – (130) Non-cash settlements / adjustments (2) (159) (161) Currency (9) – (9) Liability balance, December 31, 2014 $128 $– $128 Charges (4) – (4) Cash spent (66) – (66) Non-cash settlements / adjustments (4) – (4) Currency (7) – (7) Liability balance, December 31, 2015 $47 $– $47 We spent $66 million in 2015 and $130 million in 2014 in cash severance and related costs. We also recognized non-cash pension plan settlementlosses (See Note 10, Benefit Plans ), non-cash asset write-downs (including accelerated depreciation and asset impairments) and other non-cashadjustments totaling $4 million in 2015 and $161 million in 2014. At December 31, 2015, $46 million of our net restructuring liability was recordedwithin other current liabilities and $1 million was recorded within other long-term liabilities.Implementation Costs:Implementation costs related to our 2012-2014 Restructuring Program primarily relate to activities in connection with the Spin-Off such asreorganizing our operations and facilities, the discontinuance of certain product lines and incremental expenses related to the closure of facilities,replicating our information systems infrastructure and reorganizing our sales function. Within our continuing results of operations, we recordedimplementation costs of $99 million in 2014 and $63 million in 2013. We recorded these costs within cost of sales and selling, general andadministrative expenses.Restructuring and Implementation Costs in Operating Income:During 2014 and 2013 and since inception of the 2012-2014 Restructuring Program, we recorded restructuring and implementation costs withinoperating income as follows: For the Years EndedDecember 31, Latin Asia North America Pacific EEMEA Europe America Corporate (1) Total (in millions) 2014 Restructuring Costs $8 $34 $57 $148 $113 $– $360 Implementation Costs 3 6 2 52 32 4 99 Total $11 $40 $59 $200 $145 $4 $459 2013 Restructuring Costs $21 $2 $12 $95 $135 $2 $267 Implementation Costs – – 2 36 25 – 63 Total $21 $2 $14 $131 $160 $2 $330 Total Project 2012-2014 (2) Restructuring Costs $36 $36 $69 $249 $337 $2 $729 Implementation Costs 3 6 4 88 65 4 170 Total $39 $42 $73 $337 $402 $6 $899 (1)Includes adjustment for rounding. (2)Includes all charges recorded since program inception in 2012 through conclusion on December 31, 2014. 82Note 7. Integration Program and Cost Savings InitiativesCadbury Integration Program:As a result of our combination with Cadbury Limited (formerly, Cadbury Plc or “Cadbury”) in 2010, we launched an integration program (the“Integration Program”) to combine the Cadbury operations with our operations and realize expected annual cost savings of approximately $750million by the end of 2013 and revenue synergies from investments in distribution, marketing and product development. We achieved cost savings ofapproximately $800 million in 2012, a year ahead of schedule, and achieved our planned revenue synergies in 2013. Through the end of 2013, weincurred total integration charges of approximately $1.5 billion and completed incurring planned charges on the Integration Program.In 2013, we recorded Integration Program charges of $216 million in 2013 in cost of sales and selling, general and administrative expenses withinour Europe, EEMEA, Asia Pacific and Latin America segments and we recorded reversals of Integration Program charges of $8 million in 2014related to accruals no longer required. Changes in the Integration Program liability during 2015 and 2014 were: 2015 2014 (in millions) Balance at January 1 $58 $145 Charges – (8) Cash spent (15) (69) Currency / other (7) (10) Balance at December 31 $36 $58 At December 31, 2015, $10 million of our net Integration Program liability was recorded within other current liabilities and $26 million, primarilyrelated to leased facilities no longer in use, was recorded within other long-term liabilities.Other Integration Costs:In connection with our acquisition of a biscuit operation in Vietnam in July 2015, we recorded integration charges of $9 million in 2015 in our AsiaPacific segment and in connection with our acquisition of a biscuit operation in Morocco in February 2013, we recorded integration charges of $4million in 2014 and $4 million in 2013 in our EEMEA segment. We recorded these charges in cost of sales and selling, general and administrativeexpenses. See Note 2, Divestitures and Acquisitions, for more information on the acquisition.Cost Savings Initiatives:Cost savings initiatives generally include exit, disposal and other project costs outside of our restructuring programs, the Cadbury IntegrationProgram and our other integration program costs. In 2013, we recorded a $20 million charge primarily within Latin America related to severancebenefits provided to terminated employees and one-time charges and within North America related to supply chain reinvention team expenses.Note 8. Debt and Borrowing ArrangementsShort-Term Borrowings:Our short-term borrowings and related weighted-average interest rates consisted of: As of December 31, 2015 2014 Amount Weighted- Amount Weighted- Outstanding Average Rate Outstanding Average Rate (in millions) (in millions) Commercial paper $– 0.0% $1,101 0.4% Bank loans 236 9.5% 204 8.8% Total short-term borrowings $236 $1,305 Bank loans include borrowings on primarily uncommitted credit lines maintained by some of our international subsidiaries to meet short-term workingcapital needs. 83Borrowing Arrangements:We maintain a revolving credit facility for general corporate purposes, including working capital needs, and to support our commercial paperprogram. Our $4.5 billion multi-year senior unsecured revolving credit facility expires on October 11, 2018. The revolving credit agreement includes acovenant that we maintain a minimum shareholders’ equity of at least $24.6 billion, excluding accumulated other comprehensive earnings / (losses)and the cumulative effects of any changes in accounting principles. At December 31, 2015, we complied with the covenant as our shareholders’equity as defined by the covenant was $38.0 billion. The revolving credit facility agreement also contains customary representations, covenants andevents of default. There are no credit rating triggers, provisions or other financial covenants that could require us to post collateral as security. As ofDecember 31, 2015, no amounts were drawn on the facility.Some of our international subsidiaries maintain primarily uncommitted credit lines to meet short-term working capital needs. Collectively, these creditlines amounted to $1.9 billion at December 31, 2015 and $2.1 billion at December 31, 2014. Borrowings on these lines amounted to $236 million atDecember 31, 2015 and $204 million at December 31, 2014.Long-Term Debt:Our long-term debt consisted of (interest rates are as of December 31, 2015): As of December 31, 2015 2014 (in millions) U.S. dollar notes, 0.37% to 7.00% (weighted-average effective rate 4.75%), due through 2040 $8,371 $10,836 Euro notes, 1.08% to 2.55% (weighted-average effective rate 1.97%), due through 2035 4,305 3,911 Pound sterling notes, 3.88% to 7.25% (weighted-average effective rate 4.35%), due through 2045 1,399 573 Swiss franc notes, 0.00% to 1.125% (weighted-average effective rate 0.73%), due through 2025 1,075 – Capital leases and other obligations 12 31 Total 15,162 15,351 Less current portion of long-term debt (605) (1,530) Long-term debt $14,557 $13,821 Deferred debt issuance costs of $46 million as of December 31, 2015 and $44 million as of December 31, 2014 are netted against the related debt inthe table above. As noted in Note 1, Summary of Significant Accounting Policies – New Accounting Pronouncements, these amounts werereclassified from long-term other assets to offset the related debt in the fourth quarter of 2015.As of December 31, 2015, aggregate maturities of our debt and capital leases based on stated contractual maturities, excluding unamortized non-cash bond premiums, discounts, bank fees and mark-to-market adjustments of $(70) million, were (in millions): 2016 2017 2018 2019 2020 Thereafter Total$1,755 $1,481 $1,110 $1,250 $827 $8,809 $15,232On February 9, 2016, $1,750 million of our 4.125% U.S. dollar notes matured. The notes and accrued interest to date were paid with net proceedsfrom the fr .400 million Swiss franc-denominated notes issuance on January 26, 2016 and the € 700 million euro-denominated notes issuance onJanuary 21, 2016, as well as cash on hand and the issuance of commercial paper. As we refinanced $1,150 million of the matured notes with long-term debt issued in January 2016, we reflected this amount within long-term debt as of December 31, 2015. 84On January 26, 2016, we issued fr .400 million of Swiss franc-denominated notes, or $399 million in U.S. dollars locked in with a forward currencycontract on January 12, 2016, consisting of: • fr .250 million (or $249 million) of 0.080% fixed rate notes that mature on January 26, 2018 • fr .150 million (or $150 million) of 0.650% fixed rate notes that mature on July 26, 2022We received proceeds net of premiums and deferred financing costs of $398 million that were used to partially fund the February 2016 note maturityand for other general corporate purposes. We recorded approximately $1 million of premiums and deferred financing costs, which will be amortizedinto interest expense over the life of the notes.On January 21, 2016, we issued € 700 million of euro-denominated 1.625% notes, or $760 million in U.S. dollars locked in with a forward currencycontract on January 13, 2016, that mature on January 20, 2023. We received proceeds net of discounts and deferred financing costs of $752 millionthat were used to partially fund the February 2016 note maturity and for other general corporate purposes. We recorded approximately $8 million ofdiscounts and deferred financing costs, which will be amortized into interest expense over the life of the notes.On November 30, 2015, we completed a cash tender offer and retired £247 million of British pound sterling-denominated 7.250% notes, orapproximately $372 million in U.S. dollars as of November 30, 2015, due in July 2018. We financed the repurchase of these notes, including thepayment of accrued interest and other costs incurred, from net proceeds received from the £400 million British pound sterling-denominated notesissuance on November 25, 2015 described below. In connection with retiring this debt, during the three months ended December 31, 2015, werecorded a $40 million loss on extinguishment of debt within interest expense related to the amount we paid to retire the debt in excess of its carryingvalue and from recognizing unamortized premiums and deferred financing costs in earnings at the time of the debt extinguishment. Cash costsrelated to tendering the debt are included in long-term debt repayments in the consolidated statement of cash flows for the year endedDecember 31, 2015.On November 25, 2015, we issued £400 million of British pound sterling-denominated 4.500% notes, or $609 million in U.S. dollars locked in with aforward currency contract on November 19, 2015, that mature on December 3, 2035. We received proceeds net of discounts and deferred financingcosts of $604 million that were used to fund the November 2015 cash tender offer and for other general corporate purposes. We recordedapproximately $5 million of discounts and deferred financing costs, which will be amortized into interest expense over the life of the notes.On October 6, 2015 we issued fr .400 million of Swiss franc-denominated notes, or $410 million in U.S. dollars locked in with a forward currencycontract on September 21, 2015, consisting of: • fr .135 million (or $138 million) of 0.625% fixed rate notes that mature on October 6, 2020 • fr .265 million (or $272 million) of 1.125% fixed rate notes that mature on December 21, 2023We received proceeds net of premiums and deferred financing costs of $410 million that were used for general corporate purposes and to fundupcoming debt maturities. We recorded the fr .400 million of Swiss franc-denominated notes and less than $1 million of premiums and deferredfinancing costs, which will be amortized into interest expense over the life of the notes.On June 11, 2015, € 400 million of our floating rate euro-denominated notes matured. The notes and accrued interest to date were paid with cash onhand and the issuance of commercial paper.On March 30, 2015, we issued fr .675 million of Swiss franc-denominated notes, or approximately $694 million in U.S. dollars as of March 31, 2015,consisting of: • fr .175 million (or $180 million) of 0.000% fixed rate notes that mature on March 30, 2017 • fr .300 million (or $308 million) of 0.625% fixed rate notes that mature on December 30, 2021 • fr .200 million (or $206 million) of 1.125% fixed rate notes that mature on December 30, 2025We received net proceeds of $675 million that were used for general corporate purposes. We recorded approximately $2 million of premiums anddeferred financing costs, which will be amortized into interest expense over the life of the notes.On March 20, 2015, € 850 million of our 6.250% euro-denominated notes matured. The notes and accrued interest to date were paid with theissuance of commercial paper and cash on hand. 85On March 20, 2015, we completed a cash tender offer and retired $2.5 billion of our long-term U.S. dollar debt consisting of: • $102 million of our 6.500% Notes due in August 2017 • $115 million of our 6.125% Notes due in February 2018 • $80 million of our 6.125% Notes due in August 2018 • $691 million of our 5.375% Notes due in February 2020 • $201 million of our 6.500% Notes due in November 2031 • $26 million of our 7.000% Notes due in August 2037 • $71 million of our 6.875% Notes due in February 2038 • $69 million of our 6.875% Notes due in January 2039 • $1,143 million of our 6.500% Notes due in February 2040We financed the repurchase of these notes, including the payment of accrued interest and other costs incurred, from net proceeds received from the$2.8 billion notes issuance on March 6, 2015 described below and the issuance of commercial paper. In connection with retiring this debt, during thefirst three months of 2015, we recorded a $708 million loss on extinguishment of debt within interest expense related to the amount we paid to retirethe debt in excess of its carrying value and from recognizing unamortized discounts and deferred financing costs in earnings at the time of the debtextinguishment. Cash costs related to tendering the debt are included in long-term debt repayments in the consolidated statement of cash flows forthe year ended December 31, 2015. We also recognized $5 million of charges within interest expense from hedging instruments related to the retireddebt. Upon extinguishing the debt, the deferred cash flow hedge amounts were recorded in earnings.On March 6, 2015, we issued € 2.0 billion of euro-denominated notes and £450 million of British pound sterling-denominated notes, or approximately$2.8 billion in U.S. dollars as of March 31, 2015, consisting of: • € 500 million (or $537 million) of 1.000% fixed rate notes that mature on March 7, 2022 • € 750 million (or $805 million) of 1.625% fixed rate notes that mature on March 8, 2027 • € 750 million (or $805 million) of 2.375% fixed rate notes that mature on March 6, 2035 • £450 million (or $667 million) of 3.875% fixed rate notes that mature on March 6, 2045We received net proceeds of $2,890 million that were used to fund the March 2015 tender offer and for other general corporate purposes. Werecorded approximately $29 million of discounts and deferred financing costs, which will be amortized into interest expense over the life of the notes.On December 11, 2014, £300 million of our 5.375% British pound sterling bonds matured. The bonds and accrued interest to date were paid withcash on hand and the issuance of commercial paper.On February 19, 2014, $500 million of our 6.75% U.S. dollar notes matured. The notes and accrued interest to date were paid with cash on handand the issuance of commercial paper.On February 6, 2014, we completed a cash tender offer and retired $1.56 billion of our long-term U.S. dollar debt consisting of: • $393 million of our 7.000% Notes due in August 2037 • $382 million of our 6.875% Notes due in February 2038 • $250 million of our 6.875% Notes due in January 2039 • $535 million of our 6.500% Notes due in February 2040We financed the repurchase of these notes, including the payment of accrued interest and other costs incurred, from net proceeds received from the$3.0 billion notes issuance on January 16, 2014. In connection with retiring this debt, during the first six months of 2014, we recorded a $493 millionloss on extinguishment of debt within interest expense related to the amount we paid to retire the debt in excess of its carrying value and fromrecognizing unamortized discounts and deferred financing costs in earnings at the time of the debt extinguishment. Cash costs related to tending thedebt are included in long-term debt repayments in the 2014 consolidated statement of cash flows. We also recognized $2 million in interest expenserelated to interest rate cash flow hedges that were deferred in accumulated other comprehensive losses and recognized into earnings over the life ofthe debt. Upon extinguishing the debt, the deferred cash flow hedge amounts were recorded in earnings. 86On January 16, 2014, we issued $3.0 billion of U.S. dollar notes, consisting of: • $400 million of floating rate notes that bear interest at three-month LIBOR plus 0.52% and mature on February 1, 2019 • $850 million of 2.250% fixed rate notes that mature on February 1, 2019 • $1,750 million of 4.000% fixed rate notes that mature on February 1, 2024We received net proceeds of $2,982 million that were used to fund the February 2014 tender offer, pay down commercial paper borrowings and forother general corporate purposes. We recorded approximately $18 million of discounts and deferred financing costs, which will be amortized intointerest expense over the life of the notes.Our weighted-average interest rate on our total debt was 3.7% as of December 31, 2015, down from 4.3%, as of December 31, 2014.Fair Value of Our Debt:The fair value of our short-term borrowings at December 31, 2015 and 2014 reflects current market interest rates and approximates the amounts wehave recorded on our consolidated balance sheet. The fair value of our long-term debt was determined using quoted prices in active markets (Level1 valuation data) for the publicly traded debt obligations. At December 31, 2015, the aggregate fair value of our total debt was $15,908 million and itscarrying value was $15,398 million. At December 31, 2014, the aggregate fair value of our total debt was $18,463 million and its carrying value was$16,656 million.Interest and Other Expense, net:Interest and other expense, net within our results of continuing operations consisted of: For the Years Ended December 31, 2015 2014 2013 (in millions) Interest expense, debt $609 $778 $1,017 Loss on debt extinguishment and related expenses 753 495 612 Coffee business transactions currency-related net gains (436) (628) – Loss related to interest rate swaps 34 – – Benefit from indemnification resolution – – (49) Other expense / (income), net 53 43 (1) Interest and other expense, net $1,013 $688 $1,579 See Note 2, Divestitures and Acquisitions, and Note 9, Financial Instruments, for information on the currency exchange forward contracts associatedwith the coffee business transactions. Also see Note 9, Financial Instruments , for information on the loss related to U.S. dollar interest rate swapsno longer designated as accounting cash flow hedges during the first quarter of 2015 and the first quarter of 2016. See Note 13, Commitments andContingencies, for information on the benefit from the resolution of the Cadbury acquisition-related indemnification. 87Note 9. Financial InstrumentsFair Value of Derivative Instruments:Derivative instruments were recorded at fair value in the consolidated balance sheets as follows: As of December 31, 2015 2014 Asset Liability Asset Liability Derivatives Derivatives Derivatives Derivatives (in millions) Derivatives designated as accounting hedges: Currency exchange contracts $20 $7 $69 $17 Commodity contracts 37 35 12 33 Interest rate contracts 12 57 13 42 $69 $99 $94 $92 Derivatives not designated as accountinghedges: Currency exchange contracts $61 $33 $735 $24 Commodity contracts 70 56 90 194 Interest rate contracts 43 28 59 39 $174 $117 $884 $257 Total fair value $243 $216 $978 $349 During 2015 and 2014, derivatives designated as accounting hedges include cash flow and fair value hedges and derivatives not designated asaccounting hedges include economic hedges. Non-U.S. debt designated as a hedge of our net investments in non-U.S. operations is not reflected inthe table above, but is included in long-term debt summarized in Note 8, Debt and Borrowing Arrangements . We record derivative assets andliabilities on a gross basis in our consolidated balance sheet. The fair value of our asset derivatives is recorded within other current assets and thefair value of our liability derivatives is recorded within other current liabilities.The fair values (asset / (liability)) of our derivative instruments were determined using: As of December 31, 2015 Quoted Prices in Active Markets Significant Significant Total for Identical Other Observable Unobservable Fair Value of Net Assets Inputs Inputs Asset / (Liability) (Level 1) (Level 2) (Level 3) (in millions) Currency exchange contracts $41 $– $41 $– Commodity contracts 16 29 (13) – Interest rate contracts (30) – (30) – Total derivatives $27 $29 $(2) $– As of December 31, 2014 Quoted Prices in Active Markets Significant Significant Total for Identical Other Observable Unobservable Fair Value of Net Assets Inputs Inputs Asset / (Liability) (Level 1) (Level 2) (Level 3) (in millions) Currency exchange contracts $763 $– $763 $– Commodity contracts (125) (49) (76) – Interest rate contracts (9) – (9) – Total derivatives $629 $(49) $678 $– 88Level 1 financial assets and liabilities consist of exchange-traded commodity futures and listed options. The fair value of these instruments isdetermined based on quoted market prices on commodity exchanges. Our exchange-traded derivatives are generally subject to master nettingarrangements that permit net settlement of transactions with the same counterparty when certain criteria are met, such as in the event of default. Wealso are required to maintain cash margin accounts in connection with funding the settlement of our open positions, and the margin requirementsgenerally fluctuate daily based on market conditions. We have recorded margin deposits related to our exchange-traded derivatives of $22 million asof December 31, 2015 and $84 million as of December 31, 2014 within other current assets. Based on our net asset or liability positions withindividual counterparties, in the event of default and immediate net settlement of all of our open positions, for derivatives we have in a net liabilityposition, we would owe $3 million as of December 31, 2014, and for derivatives we have in a net asset position, our counterparties would owe us atotal of $52 million as of December 31, 2015 and $38 million as of December 31, 2014.Level 2 financial assets and liabilities consist primarily of over-the-counter (“OTC”) currency exchange forwards, options and swaps; commodityforwards and options; and interest rate swaps. Our currency exchange contracts are valued using an income approach based on observable marketforward rates less the contract rate multiplied by the notional amount. Commodity derivatives are valued using an income approach based on theobservable market commodity index prices less the contract rate multiplied by the notional amount or based on pricing models that rely on marketobservable inputs such as commodity prices. Our calculation of the fair value of interest rate swaps is derived from a discounted cash flow analysisbased on the terms of the contract and the observable market interest rate curve. Our calculation of the fair value of financial instruments takes intoconsideration the risk of nonperformance, including counterparty credit risk. Our OTC derivative transactions are governed by International SwapDealers Association agreements and other standard industry contracts. Under these agreements, we do not post nor require collateral from ourcounterparties. The majority of our commodity and currency exchange OTC derivatives do not have a legal right of set-off. In connection with ourOTC derivatives that could be net-settled in the event of default, assuming all parties were to fail to comply with the terms of the agreements, forderivatives we have in a net liability position, we would owe $101 million as of December 31, 2015 and $156 million as of December 31, 2014, andfor derivatives we have in a net asset position, our counterparties would owe us a total of $64 million as of December 31, 2015 and $72 million as ofDecember 31, 2014. We manage the credit risk in connection with these and all our derivatives by entering into transactions with counterparties withinvestment grade credit ratings, limiting the amount of exposure with each counterparty and monitoring the financial condition of our counterparties.Derivative Volume:The net notional values of our derivative instruments were: Notional Amount As of December 31, 2015 2014 (in millions) Currency exchange contracts: Intercompany loans and forecasted interest payments $4,148 $3,640 Forecasted transactions 1,094 6,681 Commodity contracts 732 1,569 Interest rate contracts 3,033 3,970 Net investment hedge – euro notes 4,345 3,932 Net investment hedge – pound sterling notes 1,404 545 Net investment hedge – Swiss franc notes 1,073 – Cash Flow Hedges:Cash flow hedge activity, net of taxes, within accumulated other comprehensive earnings / (losses) included: For the Years Ended December 31, 2015 2014 2013 (in millions) Accumulated gain / (loss) at January 1 $(2) $117 $(38) Transfer of realized losses / (gains) to earnings – (40) 53 Unrealized gain / (loss) in fair value (43) (79) 102 Accumulated gain / (loss) at December 31 $(45) $(2) $117 89After-tax gains / (losses) reclassified from accumulated other comprehensive earnings / (losses) into net earnings were: For the Years Ended December 31, 2015 2014 2013 (in millions ) Currency exchange contracts – forecasted transactions $83 $26 $(26) Commodity contracts (52) 16 (23) Interest rate contracts (31) (2) (4) Total $– $ 40 $ (53) After-tax gains / (losses) recognized in other comprehensive earnings / (losses) were: For the Years Ended December 31, 2015 2014 2013 (in millions) Currency exchange contracts – forecasted transactions $40 $82 $(23) Commodity contracts (35) (2) 3 Interest rate contracts (48) (159) 122 Total $ (43) $(79) $102 Pre-tax gains / (losses) on ineffectiveness recognized in net earnings from continuing operations were: For the Years Ended December 31, 2015 2014 2013 (in millions) Commodity contracts $(4) $(10) $1 Pre-tax gains / (losses) on amounts excluded from effectiveness testing recognized in net earnings from continuing operations included a pre-taxloss of $34 million recognized in the first quarter of 2015 within interest and other expense, net related to certain U.S. dollar interest rate swaps thatwe no longer designated as accounting cash flow hedges due to a change in financing and hedging plans. Our plans to issue U.S. dollar debtchanged and we issued euro, British pound sterling and Swiss franc-denominated notes due to lower overall cost and our decision to hedge agreater portion of our net investments in operations that use these currencies as their functional currencies. Amounts excluded from effectivenesstesting were not material for the remainder of 2015 and prior-year periods.In January 2016, we recorded a pre-tax loss of $97 million within interest and other expense, net related to certain U.S. dollar interest rate swapsthat we no longer designated as accounting cash flow hedges due to a change in financing and hedging plans. In the first quarter of 2016, our plansto issue U.S. dollar debt changed and we issued euro and Swiss franc-denominated notes due to lower overall cost and our decision to hedge agreater portion of our net investments in operations that use these currencies as their functional currencies.We record pre-tax and after-tax (i) gains or losses reclassified from accumulated other comprehensive earnings / (losses) into earnings, (ii) gains orlosses on ineffectiveness and (iii) gains or losses on amounts excluded from effectiveness testing in: • cost of sales for commodity contracts; • cost of sales for currency exchange contracts related to forecasted transactions; and • interest and other expense, net for interest rate contracts and currency exchange contracts related to intercompany loans.Based on current market conditions, we would expect to transfer unrealized losses of $17 million (net of taxes) for commodity cash flow hedges,unrealized gains of $8 million (net of taxes) for currency cash flow hedges and unrealized losses of $3 million (net of taxes) for interest rate cash flowhedges to earnings during the next 12 months.Hedge Coverage:As of December 31, 2015, we hedged transactions forecasted to impact cash flows over the following periods: • commodity transactions for periods not exceeding the next 12 months; • interest rate transactions for periods not exceeding the next 30 years and 2 months; and • currency exchange transactions for periods not exceeding the next 12 months. 90Fair Value Hedges:Pre-tax gains / (losses) due to changes in fair value of our interest rate swaps and related hedged long-term debt were recorded in interest and otherexpense, net: For the Years Ended December 31, 2015 2014 2013 (in millions) Derivatives $(1) $13 $– Borrowings 1 (13) – Fair value hedge ineffectiveness and amounts excluded from effectiveness testing were not material for all periods presented.Economic Hedges:Pre-tax gains / (losses) recorded in net earnings for economic hedges were: For the Years Ended December 31, Location of Gain / (Loss) Recognized 2015 2014 2013 in Earnings (in millions) Currency exchange contracts: Intercompany loans and forecasted interest payments $29 $4 $18 Interest and other expense, net Forecasted transactions 29 29 65 Cost of sales Forecasted transactions 435 610 9 Interest and other expense, net Forecasted transactions (12) (4) 4 Selling, general and administrativeexpenses Commodity contracts (38) (136) (40) Cost of sales Total $443 $503 $56 In connection with the coffee business transactions, we entered into a number of consecutive euro to U.S. dollar currency exchange forwardcontracts in 2014 and 2015 to lock in an equivalent expected value in U.S. dollars. The mark-to-market gains and losses on the derivatives wererecorded in earnings. We recorded net gains of $436 million for the year ended December 31, 2015 and $628 million for the year endedDecember 31, 2014 within interest and other expense, net in connection with the forward contracts and the transferring of proceeds to oursubsidiaries where coffee net assets and shares were deconsolidated. The currency hedge and related gains and losses were recorded withininterest and other expense, net. See Note 2, Divestitures and Acquisitions — Coffee Business Transactions , for additional information.Hedges of Net Investments in International Operations:After-tax gains / (losses) related to hedges of net investments in international operations in the form of euro, pound sterling and Swiss franc-denominated debt were: Location of For the Years Ended December 31, Gain / (Loss) 2015 2014 2013 Recognized in AOCI (in millions) Euro notes $268 $328 $(50) CurrencyPound sterling notes 42 39 (13) TranslationSwiss franc notes 9 – – Adjustment 91Note 10. Benefit PlansPension PlansPrior to the July 2, 2015 closing of the coffee business transactions, certain active employees who transitioned to JDE participated in our Non-U.S.pension plans. Following the transactions, benefits began to be provided directly by JDE to participants continuing with JDE. JDE assumed certainpension plan obligations and received the related plan assets. Through December 31, 2015, we reduced our net benefit plan liabilities by $131million and the related deferred tax assets by $24 million. Refer to Note 2, Divestitures and Acquisitions – Coffee Business Transactions , for moreinformation. For participants that elected not to transfer into the JDE plans, we retained the plan obligations and related plan assets.Obligations and Funded Status:The projected benefit obligations, plan assets and funded status of our pension plans were: U.S. Plans Non-U.S. Plans 2015 2014 2015 2014 (in millions) Benefit obligation at January 1 $1,606 $1,266 $10,854 $9,920 Service cost 64 57 188 184 Interest cost 67 67 307 388 Benefits paid (35) (20) (435) (446) Settlements paid (88) (52) 1 – Actuarial (gains) / losses (49) 266 (262) 1,604 Deconsolidation of coffee business – – (261) – Currency – – (766) (949) Other 1 22 (79) 153 Benefit obligation at December 31 1,566 1,606 9,547 10,854 Fair value of plan assets at January 1 1,216 1,118 8,362 8,122 Actual return on plan assets (71) 159 192 971 Contributions 225 11 318 353 Benefits paid (35) (20) (435) (446) Settlements paid (88) (52) – – Deconsolidation of coffee business – – (130) – Currency – – (579) (681) Other – – (7) 43 Fair value of plan assets at December 31 1,247 1,216 7,721 8,362 Net pension liability at December 31 $(319) $(390) $(1,826) $(2,492) The accumulated benefit obligation, which represents benefits earned to the measurement date, was $1,463 million at December 31, 2015 and$1,474 million at December 31, 2014 for the U.S. pension plans. The accumulated benefit obligation for the non-U.S. pension plans was $9,267million at December 31, 2015 and $10,462 million at December 31, 2014.For salaried and non-union hourly employees hired after January 1, 2009, we discontinued benefits under our U.S. pension plans and replaced themwith an enhanced Company contribution to our employee defined contribution plan. Effective December 31, 2019, benefit accruals will cease underthe U.S. non-union pension plan. For non-union employees participating in that plan on December 31, 2019, we will calculate the pension benefitobligation based on pay and service as of that date and no longer accrue new benefits. 92The combined U.S. and non-U.S. pension plans resulted in a net pension liability of $2,145 million at December 31, 2015 and $2,882 million atDecember 31, 2014. We recognized these amounts in our consolidated balance sheets as follows: As of December 31, 2015 2014 (in millions) Prepaid pension assets $69 $53 Other accrued liabilities (31) (23) Accrued pension costs (2,183) (2,912) $(2,145) $(2,882) Certain of our U.S. and non-U.S. plans are underfunded and have accumulated benefit obligations in excess of plan assets. For these plans, theprojected benefit obligations, accumulated benefit obligations and the fair value of plan assets were: U.S. Plans Non-U.S. Plans As of December 31, As of December 31, 2015 2014 2015 2014 (in millions) Projected benefit obligation $1,566 $1,606 $8,139 $10,108 Accumulated benefit obligation 1,463 1,474 7,920 9,763 Fair value of plan assets 1,247 1,216 6,252 7,576 We used the following weighted-average assumptions to determine our benefit obligations under the pension plans: U.S. Plans Non-U.S. Plans As of December 31, As of December 31, 2015 2014 2015 2014 Discount rate 4.50% 4.20% 3.11% 2.99% Expected rate of return on plan assets 6.75% 7.25% 5.87% 5.96% Rate of compensation increase 4.00% 4.00% 3.18% 3.26% Year-end discount rates for our U.S., Canadian, Eurozone and U.K. plans were developed from a model portfolio of high quality, fixed-income debtinstruments with durations that match the expected future cash flows of the benefit obligations. Year-end discount rates for our remaining non-U.S.plans were developed from local bond indices that match local benefit obligations as closely as possible. Changes in our discount rates wereprimarily the result of changes in bond yields year-over-year. We determine our expected rate of return on plan assets from the plan assets’historical long-term investment performance, current asset allocation and estimates of future long-term returns by asset class.At the end of 2015, we changed the approach used to measure service and interest costs for pension benefits. For 2015, we measured service andinterest costs utilizing a single weighted-average discount rate derived from the yield curve used to measure the plan obligations. For 2016, we haveelected to measure service and interest costs by applying the specific spot rates along that yield curve to the plans’ liability cash flows. We believethe new approach provides a more precise measurement of service and interest costs by aligning the timing of the plans’ liability cash flows to thecorresponding spot rates on the yield curve. This change does not affect the measurement of our plan obligations. We have accounted for thischange as a change in accounting estimate and, accordingly, have accounted for it on a prospective basis. 93Components of Net Periodic Pension Cost:Net periodic pension cost consisted of the following: U.S. Plans Non-U.S. Plans For the Years Ended December 31, For the Years Ended December 31, 2015 2014 2013 2015 2014 2013 (in millions) (in millions) Service cost $64 $57 $71 $188 $184 $172 Interest cost 67 67 60 307 388 358 Expected return on plan assets (93) (81) (67) (478) (485) (435) Amortization: Net loss from experience differences 43 29 55 141 106 136 Prior service cost (1) 2 2 2 15 – 1 Settlement losses and other expenses (2) 19 28 1 2 14 3 Net periodic pension cost $102 $102 $122 $175 $207 $235 (1)For the year ended December 31, 2015, amortization of prior service cost includes $17 million of pension curtailment losses related to employees who transitioned toJDE upon the contribution of our global coffee business. Refer to Note 2, Divestitures and Acquisitions – Coffee Business Transactions , for more information. (2)Settlement losses include $9 million for year ended December 31, 2015 and $12 million for the year ended December 31, 2014 of pension settlement losses foremployees who elected lump-sum payments in connection with our 2014-2018 Restructuring Program. Retired employees who elected lump-sum payments resultedin net settlement losses in 2015 of $10 million for our U.S. plans and $2 million for our non-U.S. plans. Employees who elected lump-sum payments in connectionwith our 2012-2014 Restructuring Program and cost saving initiatives and retired employees who elected lump-sum payments resulted in net settlement losses forour U.S. plans of $28 million in 2014 and $1 million in 2013. Non-U.S. plant closures and early retirement benefits resulted in curtailment and settlement losses of $2million in 2013. In addition, we incurred special termination benefit costs of $2 million in 2014 and $1 million in 2013 in the non-U.S. plans related to the 2012-2014Restructuring Program. See Note 6, Restructuring Programs , for more information. We recorded an additional $90 million of pension settlement losses related to thecoffee business transactions within the gain on the coffee business transactions. Refer to Note 2 , Divestitures and Acquisitions – Coffee Business Transactions , formore information.For the U.S. plans, we determine the expected return on plan assets component of net periodic benefit cost using a calculated market return valuethat recognizes the cost over a four year period. For our non-U.S. plans, we utilize a similar approach with varying cost recognition periods for someplans, and with others, we determine the expected return on plan assets based on asset fair values as of the measurement date.As of December 31, 2015, for the combined U.S. and non-U.S. pension plans, we expected to amortize from accumulated other comprehensiveearnings / (losses) into net periodic pension cost during 2016: • an estimated $166 million of net loss from experience differences; and • $1 million of estimated prior service credit.We used the following weighted-average assumptions to determine our net periodic pension cost: U.S. Plans Non-U.S. Plans For the Years Ended December 31, For the Years Ended December 31, 2015 2014 2013 2015 2014 2013 Discount rate 4.20% 5.10% 4.20% 2.99% 4.03% 3.81% Expected rate of return on plan assets 7.25% 7.75% 7.75% 5.96% 6.17% 6.08% Rate of compensation increase 4.00% 4.00% 4.00% 3.26% 3.63% 3.47% 94Plan Assets:The fair value of pension plan assets was determined using the following fair value measurements: As of December 31, 2015 Quoted Prices Significant Asset Category Total Fair Value in Active Marketsfor Identical Assets (Level 1) Other Observable Inputs (Level 2) Significant UnobservableInputs (Level 3) (in millions) U.S. equity securities $2 $2 $– $– Non-U.S. equity securities 413 413 – – Pooled funds - equity securities 2,411 569 1,842 – Total equity securities 2,826 984 1,842 – Government bonds 1,788 53 1,735 – Pooled funds - fixed-income securities 1,182 311 759 112 Corporate bonds and other fixed-income securities 1,691 325 701 665 Total fixed-income securities 4,661 689 3,195 777 Real estate 477 115 7 355 Hedge funds 499 – – 499 Private equity 204 – – 204 Cash 140 137 3 – Other 95 55 36 4 Total $8,902 $1,980 $5,083 $1,839 As of December 31, 2014 Quoted Prices Significant Asset Category Total Fair Value in Active Marketsfor Identical Assets (Level 1) Other Observable Inputs (Level 2) Significant UnobservableInputs (Level 3) (in millions) U.S. equity securities $124 $124 $– $– Non-U.S. equity securities 698 698 – – Pooled funds - equity securities 2,192 538 1,654 – Total equity securities 3,014 1,360 1,654 – Government bonds 2,283 234 2,049 – Pooled funds - fixed-income securities 1,151 311 743 97 Corporate bonds and other fixed-income securities 1,174 314 111 749 Total fixed-income securities 4,608 859 2,903 846 Real estate 406 110 4 292 Hedge funds 829 – – 829 Private equity 237 – – 237 Cash 253 246 7 – Other 157 124 30 3 Total $9,504 $2,699 $4,598 $2,207 We excluded plan assets of $66 million at December 31, 2015 and $74 million at December 31, 2014 from the above tables related to certaininsurance contracts as they are reported at contract value, in accordance with authoritative guidance. 95Fair value measurements: • Level 1 – includes primarily U.S and non-U.S. equity securities and government bonds valued using quoted prices in active markets. • Level 2 – includes primarily pooled funds, including assets in real estate pooled funds, valued using net asset values of participation unitsheld in common collective trusts, as reported by the managers of the trusts and as supported by the unit prices of actual purchase andsale transactions. Level 2 plan assets also include corporate bonds and other fixed-income securities, valued using independentobservable market inputs, such as matrix pricing, yield curves and indices. • Level 3 – includes investments valued using unobservable inputs that reflect the plans’ assumptions that market participants would usein pricing the assets, based on the best information available. • Fair value estimates for pooled funds are calculated by the investment advisor when reliable quotations or pricing services are notreadily available for certain underlying securities. The estimated value is based on either cost, or last sale price for most of thesecurities valued in this fashion. • Fair value estimates for private equity investments are calculated by the general partners using the market approach to estimatethe fair value of private investments. The market approach utilizes prices and other relevant information generated by markettransactions, type of security, degree of liquidity, restrictions on the disposition, latest round of financing data, company financialstatements, relevant valuation multiples and discounted cash flow analyses. • Fair value estimates for real estate investments are calculated by the investment managers using the present value of future cashflows expected to be received from the investments, based on valuation methodologies such as appraisals, local marketconditions, and current and projected operating performance. • Fair value estimates for investments in hedge fund-of-funds are calculated by the investment managers using the net asset valueper share of the investment as reported by the money managers of the underlying funds. • Fair value estimates for certain fixed-income securities such as insurance contracts are calculated based on the future stream ofbenefit payments discounted using prevailing interest rates based on the valuation date.Changes in our Level 3 plan assets, which are recorded in other comprehensive earnings / (losses), included: Asset Category January 1, 2015 Balance Net Realized and UnrealizedGains/ (Losses) Net Purchases,Issuances and Settlements Net Transfers Into/(Out of) Level 3 Currency Impact December 31,2015 Balance (in millions) Pooled funds-fixed-income securities $97 $(1) $25 $(3) $(6) $112 Corporate bond and other fixed-income securities 749 4 (50) – (38) 665 Real estate 292 19 61 – (17) 355 Hedge funds 829 13 (312) – (31) 499 Private equity 240 17 (36) (1) (12) 208 Total Level 3 investments $2,207 $52 $(312) $(4) $(104) $1,839 Asset Category January 1, 2014 Balance Net Realized and UnrealizedGains/ (Losses) Net Purchases,Issuances and Settlements Net Transfers Into/(Out of) Level 3 Currency Impact December 31,2014 Balance (in millions) Pooled funds-fixed-income securities $15 $(15) $15 $87 $(5) $97 Corporate bond and other fixed-income securities 780 80 (64) – (47) 749 Real estate 267 37 (2) 10 (20) 292 Hedge funds 820 40 20 – (51) 829 Private equity 227 45 (19) 2 (15) 240 Total Level 3 investments $2,109 $187 $(50) $99 $(138) $2,207 96The decreases in Level 3 pension plan investments during 2015 were primarily due to net settlements in hedge funds and the effects of currency.The increases in Level 3 pension plan investments during 2014 were primarily due to unrealized net gains across most of the Level 3 assetcategories and net transfers into pooled funds-fixed income securities offset by the effects of currency.The percentage of fair value of pension plan assets was: U.S. Plans Non-U.S. Plans As of December 31, As of December 31, Asset Category 2015 2014 2015 2014 Equity securities 32% 45% 32% 30% Fixed-income securities 65% 52% 50% 48% Real estate 3% 3% 6% 4% Hedge funds – – 7% 10% Private equity – – 3% 3% Cash – – 1% 3% Other – – 1% 2% Total 100% 100% 100% 100% For our U.S. plans, our investment strategy is to reduce the risk of underfunded plans in part through appropriate asset allocation within our planassets. We attempt to maintain our target asset allocation by rebalancing between asset classes as we make contributions and monthly benefitpayments. Due to the nature and timing of our expected pension liabilities, in the first quarter of 2015, we strategically reduced the risk level of theinvestment portfolio by lowering our target allocation for equity securities (including investments in real estate) to 35% and increasing the fixed-income allocation target to 65%. The strategy involves using indexed U.S. equity and international equity securities and actively managed U.S.investment grade fixed-income securities (which constitute 95% or more of fixed-income securities) with smaller allocations to high yield fixed-income securities.For our non-U.S. plans, the investment strategy is subject to local regulations and the asset / liability profiles of the plans in each individual country.In aggregate, the asset allocation targets of our non-U.S. plans are broadly characterized as a mix of approximately 37% equity securities (includinginvestments in real estate), approximately 50% fixed-income securities and approximately 13% other alternative securities. Our investment strategyfor our largest non-U.S. plan, which comprises 51% of our non-U.S. pension assets, is designed to balance risk and return by diversifying across awide range of return-seeking and liability matching assets, invested in a range of both active and passive mandates. We target an allocation ofapproximately 15% in equity securities, 19% credit, 12% private markets, 17% other diversifying assets, and 37% liability matching assets. Thestrategy uses indexed global developed equities, actively managed global investment grade and alternative credit, global private equity and realestate, other diversifying assets including hedge funds, and other liability matching assets including a buy-in annuity policy.Employer Contributions:In 2015, we contributed $225 million to our U.S. pension plans and $302 million to our non-U.S. pension plans. In addition, employees contributed$16 million to our non-U.S. plans. We make contributions to our U.S. and non-U.S. pension plans primarily to the extent that they are tax deductibleand do not generate an excise tax liability.In 2016, we estimate that our pension contributions will be $170 million to our U.S. plans and $279 million to our non-U.S. plans based on current taxlaws. Of the total 2016 pension contributions, $150 million is expected to be voluntary. Our actual contributions may be different due to many factors,including changes in tax and other benefit laws, significant differences between expected and actual pension asset performance or interest rates, orother factors.Future Benefit Payments:The estimated future benefit payments from our pension plans at December 31, 2015 were (in millions): Year ending: 2016 2017 2018 2019 2020 2021-2025 U.S. Plans $91 $84 $95 $105 $109 $562 Non-U.S. Plans $401 $403 $410 $423 $435 $2,352 97Multiemployer Pension Plans:We made contributions to multiemployer pension plans of $31 million in 2015, $32 million in 2014 and $32 million in 2013. These plans providepension benefits to retirees under certain collective bargaining agreements. The following is the only individually significant multiemployer plan weparticipate in as of December 31, 2015: Expiration Date Pension FIP / RP of Collective- EIN / Pension Protection Act Status Pending / Surcharge Bargaining Pension Fund Plan Number Zone Status Implemented Imposed Agreements Bakery, Confectionery, Tobacco Workers andGrain Miller International Pension Fund 526118572 Red Implemented Yes 2/29/2016 Our contributions exceeded 5% of total contributions to the Bakery, Confectionery, Tobacco Workers and Grain Millers International Pension Fund(the “Fund”) for fiscal years 2015, 2014 and 2013. Our contributions to the Fund were $27 million in 2015, $25 million in 2014 and $26 million in2013. Our contribution to the Fund is based on our contribution rates under our collective bargaining agreements, the number of our eligibleemployees and Fund surcharges. Our collective bargaining agreements with the Fund, under which we are obligated to make contributions to theFund, expire during 2016. These current collective bargaining agreements obligate us to contribute approximately $30 million to the Pension Fundon an annual basis, including 2016. The Fund’s actuarial valuation has been completed and the zone status was changed to “Red” in 2012. As aresult of this certification, we are being charged a 10% surcharge on our contribution rates. Our expected future contributions include thesurcharge. The Fund adopted a rehabilitation plan on November 7, 2012 that requires contribution increases and reduction to benefit provisions.Our contributions to other multiemployer pension plans that were not individually significant were $4 million in 2015, $7 million in 2014 and $6 millionin 2013.Other Costs:We sponsor and contribute to employee defined contribution plans. These plans cover eligible salaried, non-union and union employees. Ourcontributions and costs are determined by the matching of employee contributions, as defined by the plans. Amounts charged to expense incontinuing operations for defined contribution plans totaled $45 million in 2015, $46 million in 2014 and $66 million in 2013.Postretirement Benefit PlansObligations:Our postretirement health care plans are not funded. The changes in and the amount of the accrued benefit obligation were: As of December 31, 2015 2014 (in millions) Accrued benefit obligation at January 1 $538 $422 Service cost 15 13 Interest cost 22 22 Benefits paid (10) (9) Currency (22) (11) Assumption changes (30) 75 Actuarial (gains) / losses (2) 14 Other – 12 Accrued benefit obligation at December 31 $511 $538 The current portion of our accrued postretirement benefit obligation of $11 million at December 31, 2015 and 2014 was included in other accruedliabilities. 98We used the following weighted-average assumptions to determine our postretirement benefit obligations: U.S. Plans Non-U.S. Plans As of December 31, As of December 31, 2015 2014 2015 2014 Discount rate 4.60% 4.20% 4.77% 4.52% Health care cost trend rate assumed for next year 6.50% 6.50% 5.37% 5.18% Ultimate trend rate 5.00% 5.00% 5.55% 5.53% Year that the rate reaches the ultimate trend rate 2020 2018 2018 2018 Year-end discount rates for our U.S., Canadian and U.K. plans were developed from a model portfolio of high quality, fixed-income debt instrumentswith durations that match the expected future cash flows of the benefit obligations. Year-end discount rates for our remaining non-U.S. plans weredeveloped from local bond indices that match local benefit obligations as closely as possible. Changes in our discount rates were primarily the resultof changes in bond yields year-over-year. Our expected health care cost trend rate is based on historical costs.At the end 2015, we changed the approach used to measure service and interest costs for other postretirement benefits. For 2015, we measuredservice and interest costs utilizing a single weighted-average discount rate derived from the yield curve used to measure the plan obligations. For2016, we elected to measure service and interest costs by applying the specific spot rates along that yield curve to the plans’ liability cash flows. Webelieve the new approach provides a more precise measurement of service and interest costs by aligning the timing of the plans’ liability cash flowsto the corresponding spot rates on the yield curve. This change does not affect the measurement of our plan obligations. We have accounted for thischange as a change in accounting estimate and, accordingly, have accounted for it on a prospective basis.Assumed health care cost trend rates have a significant impact on the amounts reported for the health care plans. A one-percentage-point change inassumed health care cost trend rates would have the following effects: As of December 31, 2015 One-Percentage-Point Increase Decrease (in millions) Effect on postretirement benefit obligation $88 $(69) Effect on annual service and interest cost 7 (6) Components of Net Periodic Postretirement Health Care Costs:Net periodic postretirement health care costs consisted of the following: For the Years Ended December 31, 2015 2014 2013 (in millions) Service cost $15 $13 $15 Interest cost 22 22 20 Amortization: Net loss from experience differences 13 5 12 Prior service credit (7) (10) (12) Net periodic postretirement health care costs $43 $30 $35 As of December 31, 2015, we expected to amortize from accumulated other comprehensive earnings / (losses) into pre-tax net periodicpostretirement health care costs during 2016: • an estimated $9 million of net loss from experience differences, and • an estimated $7 million of prior service credit. 99We used the following weighted-average assumptions to determine our net periodic postretirement health care cost: U.S. Plans Non-U.S. Plans For the Years Ended December 31, For the Years Ended December 31, 2015 2014 2013 2015 2014 2013Discount rate 4.20% 5.10% 4.20% 4.52% 5.17% 4.39%Health care cost trend rate 6.50% 7.00% 7.50% 5.18% 5.11% 6.47%Future Benefit Payments:Our estimated future benefit payments for our postretirement health care plans at December 31, 2015 were (in millions): Year ending: 2016 2017 2018 2019 2020 2021-2025U.S. Plans $8 $9 $10 $12 $13 $85Non-U.S. Plans $5 $5 $5 $6 $6 $33Other Costs:We made contributions to multiemployer medical plans totaling $20 million in 2015, $18 million in 2014 and $18 million in 2013. These plans providemedical benefits to active employees and retirees under certain collective bargaining agreements.Postemployment Benefit PlansObligations:Our postemployment plans are primarily not funded. The changes in and the amount of the accrued benefit obligation at December 31, 2015 and2014 were: 2015 2014 (in millions) Accrued benefit obligation at January 1 $94 $103 Service cost 7 9 Interest cost 5 6 Benefits paid (7) (17) Assumption changes (3) 2 Actuarial losses (1) (9) Accrued benefit obligation at December 31 $95 $94 The accrued benefit obligation was determined using a weighted-average discount rate of 6.2% in 2015 and 5.6% in 2014, an assumed weighted-average ultimate annual turnover rate of 0.3% in 2015 and 2014, assumed compensation cost increases of 4.0% in 2015 and 2014 and assumedbenefits as defined in the respective plans.Postemployment costs arising from actions that offer employees benefits in excess of those specified in the respective plans are charged to expensewhen incurred.Components of Net Periodic Postemployment Costs:Net periodic postemployment costs consisted of the following: For the Years Ended December 31, 2015 2014 2013 (in millions) Service cost $7 $9 $8 Interest cost 5 6 5 Amortization of net gains – – (1) Other – – (1) Net periodic postemployment costs $12 $15 $11 As of December 31, 2015, the estimated net gain for the postemployment benefit plans that we expected to amortize from accumulated othercomprehensive earnings / (losses) into net periodic postemployment costs during 2016 was insignificant. 100Note 11. Stock PlansOn May 21, 2014, our shareholders approved the Amended and Restated 2005 Performance Incentive Plan (the “2005 Plan”). Under the amendedplan, we make grants to non-employee directors under the 2005 Plan, and we no longer make any grants under the Amended and Restated 2006Stock Compensation Plan for Non-Employee Directors (the “2006 Directors Plan”). We also increased the number of shares available for issuanceunder the 2005 Plan by 75.7 million, which includes the shares remaining available for issuance under the 2006 Directors Plan as of March 14, 2014.Under the 2005 Plan, we are authorized to issue a maximum of 243.7 million shares of our Common Stock. We may not make any grants under the2005 Plan after May 21, 2024. As of December 31, 2015, there were 81.8 million shares available to be granted under the 2005 Plan.In connection with the Spin-Off and divestiture of Kraft Foods Group, under the provisions of our existing plans, employee stock option and restrictedstock and deferred stock unit grants were adjusted to preserve the fair value of the awards immediately before and after the Spin-Off. As such, wedid not record any incremental compensation expense related to the conversion of the awards. In connection with the stock awards held by ourrespective employees at the time of the Spin-Off, we collected a $55 million cash net settlement for the awards from Kraft Foods Group in March2013.Stock Options:Stock options (including stock appreciation rights) are granted at an exercise price equal to the market value of the underlying stock on the grantdate, generally become exercisable in three annual installments beginning on the first anniversary of the grant date and have a maximum term of tenyears.We account for our employee stock options under the fair value method of accounting using a Black-Scholes methodology to measure stock optionexpense at the date of grant. The fair value of the stock options at the date of grant is amortized to expense over the vesting period. We recordedcompensation expense related to stock options held by our employees of $50 million in 2015, $47 million in 2014 and $39 million in 2013 in ourresults from continuing operations. The deferred tax benefit recorded related to this compensation expense was $13 million in 2015, $12 million in2014 and $11 million in 2013. The unamortized compensation expense related to our employee stock options was $62 million at December 31, 2015and is expected to be recognized over a weighted-average period of 1 year.Our weighted-average Black-Scholes fair value assumptions were: Risk-Free Interest Rate Expected Life Expected Volatility Expected Dividend Yield Fair Value at Grant Date 2015 1.70% 6 years 18.51% 1.61% $6.12 2014 1.87% 6 years 21.48% 1.64% $6.60 2013 1.15% 6 years 20.36% 1.94% $4.31 The risk-free interest rate represents the constant maturity U.S. government treasuries rate with a remaining term equal to the expected life of theoptions. The expected life is the period over which our employees are expected to hold their options. Volatility reflects historical movements in ourstock price for a period commensurate with the expected life of the options. The dividend yield reflects the dividend yield in place at the time of thehistorical grants. 101Stock option activity is reflected below: Weighted- Average Average Shares Subject Exercise or Grant Price Remaining Contractual Aggregate Intrinsic to Option Per Share Term Value Balance at January 1, 2013 52,753,039 $20.45 $264 million Annual grant to eligible employees 11,644,280 27.05 Additional options issued 762,512 29.69 Total options granted 12,406,792 27.21 Options exercised (1) (7,185,616) 19.41 $79 million Options cancelled (2,190,776) 23.86 Balance at December 31, 2013 55,783,439 21.96 $744 million Annual grant to eligible employees 9,919,810 34.17 Additional options issued 500,250 33.65 Total options granted 10,420,060 34.14 Options exercised (1) (8,076,550) 20.85 $125 million Options cancelled (1,695,398) 27.65 Balance at December 31, 2014 56,431,551 24.19 $685 million Annual grant to eligible employees 8,899,530 36.94 Additional options issued 901,340 35.84 Total options granted 9,800,870 36.84 Options exercised (1) (6,444,515) 22.94 $108 million Options cancelled (2,753,798) 32.35 Balance at December 31, 2015 57,034,108 26.12 6 years $229 million Exercisable at December 31, 2015 38,658,921 22.33 5 years $870 million (1)Cash received from options exercised was $148 million in 2015, $168 million in 2014 and $139 million in 2013. The actual tax benefit realized for the taxdeductions from the option exercises totaled $58 million in 2015, $29 million in 2014 and $14 million in 2013.Restricted Stock, Deferred Stock Units and Performance Share Units:We may grant shares of restricted stock or deferred stock units to eligible employees, giving them, in most instances, all of the rights ofshareholders, except that they may not sell, assign, pledge or otherwise encumber the shares and our deferred stock units do not have voting rightsuntil vested. Shares of restricted stock and deferred stock units are subject to forfeiture if certain employment conditions are not met. Restrictedstock and deferred stock units generally vest on the third anniversary of the grant date. Beginning in 2016, we will only grant deferred stock units andno longer grant restricted stock.Performance share units granted under our 2005 Plan vest based on varying performance, market and service conditions. The unvestedperformance share units have no voting rights and do not pay dividends. Dividend equivalents accumulated over the vesting period are paid onlyafter the performance share units vest.The fair value of the restricted stock, deferred stock units and performance share units at the date of grant is amortized to earnings over therestriction period. We recorded compensation expense related to restricted stock, deferred stock units and performance share units of $86 million in2015, $94 million in 2014 and $94 million in 2013 in our results from continuing operations. The deferred tax benefit recorded related to thiscompensation expense was $24 million in 2015, $26 million in 2014 and $28 million in 2013. The unamortized compensation expense related to ourrestricted stock, deferred stock units and performance share units was $138 million at December 31, 2015 and is expected to be recognized over aweighted-average period of 2 years. 102Our restricted stock, deferred stock unit and performance share unit activity is reflected below: Weighted-Average Weighted-Average Number Fair Value Aggregate of Shares Grant Date Per Share Fair Value Balance at January 1, 2013 12,815,911 $21.55 Annual grant to eligible employees: Feb. 20, 2013 Performance share units 1,542,600 26.24 Restricted stock 949,030 27.05 Deferred stock units 1,386,750 27.05 Additional shares granted (1) 1,353,057 Various 22.47 Total shares granted 5,231,437 25.63 $134 million Vested (5,350,073) 18.82 $101 million Forfeited (1,048,688) 23.23 Balance at December 31, 2013 11,648,587 24.48 Annual grant to eligible employees: Feb. 19, 2014 Performance share units 1,143,620 34.97 Restricted stock 750,410 34.17 Deferred stock units 1,240,820 34.17 Additional shares granted (1) 935,463 Various 33.15 Total shares granted 4,070,313 34.16 $139 million Vested (4,380,452) 22.98 $101 million Forfeited (755,808) 28.14 Balance at December 31, 2014 10,582,640 28.56 Annual grant to eligible employees: Feb. 18, 2015 Performance share units 1,598,290 36.94 Restricted stock 386,910 36.94 Deferred stock units 866,640 36.94 Additional shares granted (1) 1,087,322 Various 39.35 Total shares granted 3,939,162 37.61 $148 million Vested (3,905,745) 37.83 $148 million Forfeited (1,197,841) 32.51 Balance at December 31, 2015 9,418,216 28.00 (1)Includes performance share units, restricted stock and deferred stock units. 103Note 12. Capital StockOur amended and restated articles of incorporation authorize 5.0 billion shares of Class A common stock (“Common Stock”) and 500 million sharesof preferred stock. There were no preferred shares issued and outstanding at December 31, 2015, 2014 and 2013. Shares of Common Stock issued,in treasury and outstanding were: Shares Shares Issued Treasury Shares Outstanding Balance at January 1, 2013 1,996,537,778 (218,541,936) 1,777,995,842 Shares repurchased – (82,799,448) (82,799,448) Exercise of stock options and issuance of other stock awards – 10,200,200 10,200,200 Balance at December 31, 2013 1,996,537,778 (291,141,184) 1,705,396,594 Shares repurchased – (51,931,864) (51,931,864) Exercise of stock options and issuance of other stock awards – 10,176,269 10,176,269 Balance at December 31, 2014 1,996,537,778 (332,896,779) 1,663,640,999 Shares repurchased – (91,875,878) (91,875,878) Exercise of stock options and issuance of other stock awards – 8,268,033 8,268,033 Balance at December 31, 2015 1,996,537,778 (416,504,624) 1,580,033,154 Stock plan awards to employees and non-employee directors are issued from treasury shares. At December 31, 2015, 146 million shares ofCommon Stock held in treasury were reserved for stock options and other stock awards.Share Repurchase Program:During 2013, our Board of Directors authorized the repurchase of $7.7 billion of our Common Stock through December 31, 2016. On July 29, 2015,our Finance Committee, with authorization delegated from our Board of Directors, approved an increase of $6.0 billion in the share repurchaseprogram, raising the authorization to $13.7 billion of Common Stock repurchases, and extended the program through December 31, 2018.Repurchases under the program are determined by management and are wholly discretionary. During 2015, we repurchased 91.9 million shares ofCommon Stock at an average cost of $39.43 per share, or an aggregate cost of $3.6 billion, all of which was paid during 2015. All share repurchaseswere funded through available cash and commercial paper issuances. During 2014, we repurchased 51.9 million shares of Common Stock at anaverage cost of $36.43 per share, or an aggregate cost of $1.9 billion. As of December 31, 2015, we have $5.4 billion in remaining share repurchasecapacity.In December 2013, we initiated an accelerated share repurchase (“ASR”) program. On December 3, 2013, we paid $1.7 billion and received an initialdelivery of 44.8 million shares of Common Stock valued at $1.5 billion. We increased treasury stock by $1.5 billion, and the remaining $0.2 billionwas recorded against additional paid in capital. In May 2014, the ASR program concluded and we received an additional 5.1 million shares, valuedat $0.2 billion, for a total of 49.9 million shares with an average repurchase price of $34.10 per share over the life of the ASR program. The finalsettlement was based on the volume-weighted average price of our Common Stock during the purchase period less a fixed per share discount. Uponconclusion of the ASR program and receipt of the remaining repurchased shares, the $0.2 billion recorded in additional paid in capital wasreclassified to treasury stock. 104Note 13. Commitments and ContingenciesLegal Proceedings:We routinely are involved in legal proceedings, claims and governmental inspections or investigations (“Legal Matters”) arising in the ordinary courseof our business.A compliant and ethical corporate culture, which includes adhering to laws and industry regulations in all jurisdictions in which we do business, isintegral to our success. Accordingly, after we acquired Cadbury in February 2010, we began reviewing and adjusting, as needed, Cadbury’soperations in light of applicable standards as well as our policies and practices. We initially focused on such high priority areas as food safety, theForeign Corrupt Practices Act (“FCPA”) and antitrust. Based upon Cadbury’s pre-acquisition policies and compliance programs and our post-acquisition reviews, our preliminary findings indicated that Cadbury’s overall state of compliance was sound. Nonetheless, through our reviews, wedetermined that in certain jurisdictions, including India, there appeared to be facts and circumstances warranting further investigation. We arecontinuing our investigations in certain jurisdictions, including in India, and we continue to cooperate with governmental authorities.As we previously disclosed, on February 1, 2011, we received a subpoena from the SEC in connection with an investigation under the FCPA,primarily related to a facility in India that we acquired in the Cadbury acquisition. The subpoena primarily requests information regarding dealingswith Indian governmental agencies and officials to obtain approvals related to the operation of that facility. We are continuing to cooperate with theU.S. and Indian governments in their investigations of these matters, including through ongoing meetings with the U.S. government to discusspotential conclusion of the U.S. government investigation. On February 11, 2016, we received a “Wells” notice from the SEC indicating that the staffhas made a preliminary determination to recommend that the SEC file an enforcement action against us for violations of the books and records andinternal controls provisions of the Exchange Act in connection with the investigation. We intend to make a submission to the staff of the SEC inresponse to the notice.In February 2013 and March 2014, Cadbury India Limited (now known as Mondelez India Foods Private Limited), a subsidiary of MondelēzInternational, and other parties received show cause notices from the Indian Central Excise Authority (the “Excise Authority”) calling upon the partiesto demonstrate why the Excise Authority should not collect a total of 3.7 billion Indian rupees (approximately $57 million U.S. dollars as ofDecember 31, 2015) of unpaid excise tax and an equivalent amount of penalties, as well as interest, related to production at the same Indian facility.We contested these demands for unpaid excise taxes, penalties and interest. On March 27, 2015, after several hearings, the Commissioner of theExcise Authority issued an order denying the excise exemption that we claimed for the Indian facility and confirming the Excise Authority’s demandsfor total taxes and penalties in the amount of 5.8 billion Indian rupees (approximately $88 million U.S. dollars as of December 31, 2015). We haveappealed this order. In addition, the Excise Authority issued additional show cause notices on February 6, 2015 and December 8, 2015 on the sameissue but covering the periods January to October 2014 and November 2014 to September 2015, respectively. These notices added a total of 2.4billion Indian rupees (approximately $36 million U.S. dollars as of December 31, 2015) of unpaid excise taxes as well as penalties to be determinedup to an amount equivalent to that claimed by the Excise Authority and interest. We believe that the decision to claim the excise tax benefit is validand we are continuing to contest the show cause notices through the administrative and judicial process.In April 2013, the staff of the U.S. Commodity Futures Trading Commission (“CFTC”) advised us and Kraft Foods Group that it was investigatingactivities related to the trading of December 2011 wheat futures contracts that occurred prior to the Spin-Off of Kraft Foods Group. We cooperatedwith the staff in its investigation. On April 1, 2015, the CFTC filed a complaint against Kraft Foods Group and Mondelēz Global LLC (“MondelēzGlobal”) in the U.S. District Court for the Northern District of Illinois, Eastern Division (the “CFTC action”). The complaint alleges that Kraft FoodsGroup and Mondelēz Global (1) manipulated or attempted to manipulate the wheat markets during the fall of 2011; (2) violated position limit levelsfor wheat futures and (3) engaged in non-competitive trades by trading both sides of exchange-for-physical Chicago Board of Trade wheat contracts.The CFTC seeks civil monetary penalties of either triple the monetary gain for each violation of the Commodity Exchange Act (the “Act”) or $1 millionfor each violation of Section 6(c)(1), 6(c)(3) or 9(a)(2) of the Act and $140,000 for each additional violation of the Act, plus post-judgment interest; anorder of permanent injunction prohibiting Kraft Foods Group and Mondelēz Global from violating specified provisions of the Act; disgorgement ofprofits; and costs and fees. In December 2015, the court denied Mondelēz Global and Kraft Foods Group’s motion to dismiss the CFTC’s claims ofmarket manipulation and attempted manipulation, and the parties are now in discovery. Additionally, several class action complaints were filedagainst Kraft Foods Group and Mondelēz Global in the U.S. District Court for the Northern District of Illinois by investors in wheat futures and optionson behalf of themselves and others similarly situated. The complaints make similar allegations as those made in the CFTC action and seek classaction certification; an unspecified amount for damages, interest and unjust enrichment; costs and fees; and injunctive, declaratory, and otherunspecified relief. In June 2015, these suits were consolidated in the Northern District of Illinois. It is not possible to predict the outcome of thesematters; however, based on our Separation and Distribution Agreement with Kraft Foods Group dated as of September 27, 2012, we expect topredominantly bear any monetary penalties or other payments in connection with the CFTC action. 105While we cannot predict with certainty the results of any Legal Matters in which we are currently involved, we do not expect that the ultimate costs toresolve any of these Legal Matters, individually or in the aggregate, will have a material effect on our financial results.Third-Party Guarantees:We enter into third-party guarantees primarily to cover the long-term obligations of our vendors. As part of these transactions, we guarantee thatthird parties will make contractual payments or achieve performance measures. At December 31, 2015, we had no material third-party guaranteesrecorded on our consolidated balance sheet.As part of our 2010 Cadbury acquisition, we became the responsible party for tax matters under the Cadbury Schweppes Plc and Dr PepperSnapple Group, Inc. (“DPSG”) Tax Sharing and Indemnification Agreement dated May 1, 2008 (“Tax Indemnity”) for certain 2007 and 2008transactions relating to the demerger of Cadbury’s Americas Beverage business. A U.S. federal tax audit of Cadbury for the 2006-2008 tax yearswas concluded with the IRS in August 2013. As a result, we recorded a favorable impact of $336 million in selling, general and administrativeexpenses and $49 million in interest and other expense, net for a total pre-tax impact of $385 million ($363 million net of tax) in the three monthsended September 30, 2013 due to the reversal of the accrued liability in excess of the amount we paid to DPSG under the Tax Indemnity in the thirdquarter of 2013.Leases:Rental expenses recorded in continuing operations were $331 million in 2015, $399 million in 2014 and $386 million in 2013. As of December 31,2015, minimum rental commitments under non-cancelable operating leases in effect at year-end were (in millions): 2016 2017 2018 2019 2020 Thereafter Total $ 311 $202 $145 $111 $98 $127 $994 106Note 14. Reclassifications from Accumulated Other Comprehensive IncomeThe components of accumulated other comprehensive earnings / (losses) attributable to Mondelēz International were: Mondelēz International Shareholders’ Equity Currency Derivatives Translation Pension and Accounted for Adjustments Other Benefits as Hedges Total (in millions) Balances at January 1, 2013 $(399) $(2,229) $(38) $(2,666) Other comprehensive earnings / (losses), beforereclassifications: Currency translation adjustment (952) (29) – (981) Pension and other benefits – 713 – 713 Derivatives accounted for as hedges (99) – 169 70 Losses / (gains) reclassified into net earnings – 197 72 269 Tax (expense) / benefit 36 (244) (86) (294) Total other comprehensive earnings / (losses) (223) Balances at December 31, 2013 $(1,414) $(1,592) $117 $(2,889) Other comprehensive earnings / (losses), beforereclassifications: Currency translation adjustment (1) (3,995) 146 – (3,849) Pension and other benefits – (1,388) – (1,388) Derivatives accounted for as hedges 595 – (166) 429 Losses / (gains) reclassified into net earnings – 174 (45) 129 Tax (expense) / benefit (228) 386 92 250 Total other comprehensive earnings / (losses) (4,429) Balances at December 31, 2014 $(5,042) $(2,274) $(2) $(7,318) Other comprehensive earnings / (losses), beforereclassifications: Currency translation adjustment (1)(2) (3,382) 146 – (3,236) Pension and other benefits – (60) – (60) Derivatives accounted for as hedges 503 – (74) 429 Losses / (gains) reclassified into net earnings – 318 21 339 Reclassification to earnings related to Venezuelan deconsolidation 99 2 – 101 Tax (expense) / benefit (184) (66) 9 (241) Total other comprehensive earnings / (losses) (2,668) Balances at December 31, 2015 $(8,006) $(1,934) $(46) $(9,986) (1)The consolidated statement of other comprehensive earnings includes currency translation adjustment attributable to noncontrolling interests of $(26) millionfor the year ended December 31, 2015 and $(33) million for the year ended December 31, 2014. (2)The 2015 translation adjustment of $(2,759) million on the consolidated statement of other comprehensive earnings includes translation adjustments related topensions of $146 million, derivatives of $503 million, noncontrolling interests of $(26) million and currency impacts of $(3,382) million related to translating ourinternational operations. 107Amounts reclassified from accumulated other comprehensive earnings / (losses) and their locations in the consolidated financial statements were asfollows: Location of Gain / (Loss) For the Years Ended December 31, Recognized 2015 2014 2013 in Net Earnings (in millions) Pension and other benefits: Reclassification of losses / (gains) into net earnings: Amortization of experience losses and prior servicecosts (1) $207 $132 $193 Settlement losses (1) (2) 111 42 4 Venezuela deconsolidation 2 – – Loss on deconsolidation ofVenezuelaTax impact (69) (56) (50) Provision for income taxesDerivatives accounted for as hedges: Reclassification of losses / (gains) into net earnings: Currency exchange contracts - forecasted transactions (90) (27) 28 Cost of salesCommodity contracts 64 (21) 38 Cost of salesInterest rate contracts 47 3 6 Interest and otherexpense, netTax impact (21) 6 (19) Provision for income taxesCurrency translation: Reclassification to earnings related to Venezueladeconsolidation 99 – – Loss on deconsolidation ofVenezuela Total reclassifications into net earnings, net of tax $350 $79 $200 (1)These items are included in the components of net periodic benefit costs disclosed in Note 10, Benefit Plans . (2)Settlement losses include the transfer of coffee business-related pension obligations in the amount of $90 million in 2015. See Note 2, Divestitures andAcquisitions – Coffee Business Transactions , for additional information. 108Note 15. Income TaxesEarnings / (losses) from continuing operations before income taxes and the provision for income taxes consisted of the following: For the Years Ended December 31, 2015 2014 2013 (in millions) Earnings / (losses) from continuing operations before income taxes: United States $43 $(135) $(799) Outside United States 7,841 2,689 3,191 Total $7,884 $2,554 $2,392 Provision for income taxes: United States federal: Current $(90) $(125) $(489) Deferred 136 28 103 46 (97) (386) State and local: Current 6 20 (35) Deferred (3) 11 22 3 31 (13) Total United States 49 (66) (399) Outside United States: Current 707 644 648 Deferred (163) (225) (189) Total outside United States 544 419 459 Total provision for income taxes $593 $353 $60 See Note 2, Divestitures and Acquisitions , for information on taxes presented as part of the Kraft Foods Group discontinued operation and related tothe resolution of the Starbucks arbitration.We recorded out-of-period adjustments of $14 million net expense in 2015 and $31 million net expense in 2014 that had an immaterial impact on theannual provision for income taxes. In addition, during the fourth quarter of 2014, we recorded a tax benefit of $43 million associated with the lapse ofa statute of limitations that related to the third quarter of 2014. The out-of-period adjustments were not material to the consolidated financialstatements for any prior period. 109The effective income tax rate on pre-tax earnings differed from the U.S. federal statutory rate for the following reasons: For the Years Ended December 31, 2015 2014 2013 U.S. federal statutory rate 35.0% 35.0% 35.0% Increase / (decrease) resulting from: State and local income taxes, net of federal tax benefit excluding IRS auditimpacts (0.1)% 0.3% (0.5)% Foreign rate differences (2.5)% (14.5)% (16.3)% Reversal of other tax accruals no longer required (1.4)% (10.5)% (9.6)% Indemnification resolution – – (4.7)% Tax legislation (0.5)% – (2.2)% Gains on coffee business transactions and divestitures (26.9)% – (2.1)% Loss on deconsolidation of Venezuela 3.5% – – Remeasurement of net monetary assets in Venezuela – 1.7% 1.0% Non-deductible expenses 0.3% 1.5% 1.1% Other 0.1% 0.3% 0.8% Effective tax rate 7.5% 13.8% 2.5% Our 2015 effective tax rate of 7.5% was favorably impacted by the one-time third quarter sale of our coffee business that resulted in a pre-tax gain of$6,809 million and $184 million of related tax expense, as well as $27 million of tax costs incurred to remit proceeds up from lower-tier foreignsubsidiaries to allow cash to be redeployed within our retained foreign operations. The benefit of the third quarter transaction was partially offset bythe tax costs associated with the sale of our interest in AGF in the first half of the year and the impact of deconsolidating our Venezuelan operationson December 31, 2015. Excluding the impacts of these transactions, our effective tax rate would have been 17.8%, reflecting favorable impacts fromthe mix of pre-tax income in various non-U.S. tax jurisdictions and net tax benefits from $119 million of discrete one-time events. The remainingdiscrete one-time events primarily related to favorable tax audit settlements and expirations of statutes of limitations in several jurisdictions and thenet reduction of U.K. deferred tax liabilities resulting from tax legislation enacted during 2015 that reduced the U.K. corporate income tax rate.Our 2014 effective tax rate of 13.8% was favorably impacted by the mix of pre-tax income in various non-U.S. tax jurisdictions and net tax benefitsfrom $206 million of discrete one-time events. The discrete net tax benefits primarily related to favorable tax audit settlements and expirations ofstatues of limitations in several jurisdictions.Our 2013 effective tax rate of 2.5% was favorably impacted by the mix of pre-tax income in various non-U.S. tax jurisdictions, net tax benefits fromdiscrete one-time events and the non-taxable portion of the Cadbury acquisition related indemnification resolution, partially offset by an unfavorabletax law change. The $299 million of discrete one-time events primarily related to favorable tax audit settlements and expirations of statutes oflimitations in several jurisdictions and the net reduction of U.K. deferred tax liabilities resulting from tax legislation enacted during 2013 that reducedthe U.K. corporate income tax rate. 110The tax effects of temporary differences that gave rise to deferred income tax assets and liabilities consisted of the following: As of December 31, 2015 2014 (in millions) Deferred income tax assets: Accrued postretirement and postemployment benefits $230 $227 Accrued pension costs 414 588 Other employee benefits 265 272 Accrued expenses 343 410 Loss carryforwards 636 656 Other 352 431 Total deferred income tax assets 2,240 2,584 Valuation allowance (303) (345) Net deferred income tax assets $1,937 $2,239 Deferred income tax liabilities: Intangible assets $(5,365) $(5,843) Property, plant and equipment (636) (784) Other (409) (439) Total deferred income tax liabilities (6,410) (7,066) Net deferred income tax liabilities $(4,473) $(4,827) At December 31, 2015, the company has pre-tax loss carryforwards of $3,393 million, of which $1,160 million will expire at various dates between2016 and 2029 and the remaining $2,233 million can be carried forward indefinitely.Our significant valuation allowances reside in Mexico and Ireland.At December 31, 2015, neither applicable U.S. federal income taxes nor foreign withholding taxes have been provided on approximately $19.2 billionof accumulated earnings of non-U.S. subsidiaries that are expected to be indefinitely reinvested. It is impractical for us to determine the amount ofunrecognized deferred tax liabilities on these indefinitely reinvested earnings. Future tax law changes or changes in the needs of our non-U.S.subsidiaries could require us to recognize deferred tax liabilities on a portion, or all, of our accumulated earnings that were previously expected to beindefinitely reinvested.The changes in our unrecognized tax benefits were: For the Years Ended December 31, 2015 2014 2013 (in millions) January 1 $852 $1,189 $1,164 Increases from positions taken during prior periods 34 143 94 Decreases from positions taken during prior periods (74) (247) (132) Increases from positions taken during the current period 84 147 131 Decreases relating to settlements with taxing authorities (13) (203) (7) Reductions resulting from the lapse of the applicable statute of limitations (41) (64) (55) Currency / other (86) (113) (6) December 31 $756 $852 $1,189 111As of January 1, 2015, our unrecognized tax benefits were $852 million. If we had recognized all of these benefits, the net impact on our income taxprovision would have been $744 million. Our unrecognized tax benefits were $756 million at December 31, 2015, and if we had recognized all ofthese benefits, the net impact on our income tax provision would have been $652 million. Within the next 12 months, our unrecognized tax benefitscould increase by approximately $80 million due to unfavorable audit developments or decrease by approximately $260 million due to auditsettlements and the expiration of statutes of limitations in various jurisdictions. We include accrued interest and penalties related to uncertain taxpositions in our tax provision. We had accrued interest and penalties of $184 million as of January 1, 2015 and $185 million as of December 31,2015. Our 2015 provision for income taxes included $32 million for interest and penalties.Our income tax filings are regularly examined by federal, state and non-U.S. tax authorities. Our 2010-2012 U.S. federal income tax filings arecurrently under examination by the IRS. U.S. state and non-U.S. jurisdictions have statutes of limitations generally ranging from three to five years;however, these statutes are often extended by mutual agreement with the tax authorities. Years still open to examination by non-U.S. tax authoritiesin major jurisdictions include (earliest open tax year in parentheses): Brazil (2010), France (2010), Germany (2005), India (2005), Italy (2010) andthe United Kingdom (2013).Note 16. Earnings Per ShareBasic and diluted earnings per share (“EPS”) from continuing and discontinued operations were calculated using the following: For the Years Ended December 31, 2015 2014 2013 (in millions, except per share data) Earnings from continuing operations (1) $ 7,291 $2,201 $2,332 Earnings from discontinued operations, net of income taxes – – 1,603 Net earnings 7,291 2,201 3,935 Noncontrolling interest 24 17 20 Net earnings attributable to Mondelēz International $7,267 $2,184 $3,915 Weighted-average shares for basic EPS 1,618 1,691 1,774 Plus incremental shares from assumed conversions of stock options and long-term incentive plan shares 19 18 15 Weighted-average shares for diluted EPS 1,637 1,709 1,789 Basic earnings per share attributable to Mondelēz International: Continuing operations $4.49 $1.29 $1.30 Discontinued operations – – 0.91 Net earnings attributable to Mondelēz International $4.49 $1.29 $2.21 Diluted earnings per share attributable to Mondelēz International: Continuing operations $4.44 $1.28 $1.29 Discontinued operations – – 0.90 Net earnings attributable to Mondelēz International $4.44 $1.28 $2.19 (1)Earnings from continuing operations for the year ended December 31, 2015 includes a pre-tax charge of $778 million related to the deconsolidation of ourVenezuelan operations. See Note 1, Summary of Significant Accounting Policies – Currency Translation and Highly Inflationary Accounting: Venezuela , foradditional information.We exclude antidilutive Mondelēz International stock options from our calculation of weighted-average shares for diluted EPS. We excluded5.1 million antidilutive stock options for the year ended December 31, 2015, 8.6 million antidilutive stock options for the year ended December 31,2014 and 7.0 million antidilutive stock options for the year ended December 31, 2013. 112Note 17. Segment ReportingWe manufacture and market primarily snack food products, including biscuits (cookies, crackers and salted snacks), chocolate, gum & candy andvarious cheese & grocery products, as well as powdered beverage products. We manage our global business and report operating results throughgeographic units.Our operations and management structure are organized into five reportable operating segments: • Latin America • Asia Pacific • EEMEA • Europe • North AmericaWe manage our operations by region to leverage regional operating scale, manage different and changing business environments more effectivelyand pursue growth opportunities as they arise in our key markets. Our regional management teams have responsibility for the business, productcategories and financial results in the regions.Historically, we have recorded income from equity method investments within our operating income as these investments operated as extensions ofour base business. Beginning in the third quarter of 2015, to align with the accounting for our new coffee equity method investment in JDE, webegan to record the earnings from our equity method investments in after-tax equity method investment earnings outside of segment operatingincome. For the six months ended December 31, 2015, after-tax equity method investment net earnings were less than $1 million on a combinedbasis. Earnings from equity method investments through July 2, 2015 recorded within segment operating income were $49 million in Asia Pacific, $3million in EEMEA and $4 million in North America. For the year ended December 31, 2014 these earnings were $98 million in Asia Pacific, $6 millionin EEMEA and $9 million in North America. For the year ended December 31, 2013 these earnings were $99 million in Asia Pacific, $7 million inEEMEA and $1 million in North America. See Note 1, Summary of Significant Accounting Policies – Principles of Consolidation , for additionalinformation.Also in 2015, we began to report stock-based compensation for our corporate employees, which was previously reported within our North Americaregion, within general corporate expenses. We reclassified $32 million of corporate stock-based compensation expense out of the North Americasegment in 2015.We use segment operating income to evaluate segment performance and allocate resources. We believe it is appropriate to disclose this measure tohelp investors analyze segment performance and trends. Segment operating income excludes unrealized gains and losses on hedging activities(which are a component of cost of sales), general corporate expenses (which are a component of selling, general and administrative expenses),amortization of intangibles, the benefit from the Cadbury acquisition-related indemnification resolution (which is a component of selling, general andadministrative expenses), gains and losses on divestitures or acquisitions, gain on the coffee business transactions, loss on deconsolidation ofVenezuela and acquisition-related costs (which are a component of selling, general and administrative expenses) in all periods presented. Weexclude these items from segment operating income in order to provide better transparency of our segment operating results. Furthermore, wecentrally manage interest and other expense, net. Accordingly, we do not present these items by segment because they are excluded from thesegment profitability measure that management reviews.Our segment net revenues and earnings were: For the Years Ended December 31, 2015 2014 2013 (in millions) Net revenues: Latin America (1) $4,988 $5,153 $5,382 Asia Pacific (1) 4,360 4,605 4,952 EEMEA (1) 2,786 3,638 3,915 Europe (1) 10,528 13,912 14,059 North America 6,974 6,936 6,991 Net revenues $29,636 $34,244 $35,299 (1)On July 2, 2015, we contributed our global coffee businesses primarily from our Europe, EEMEA and Asia Pacific segments. The impact of deconsolidatingour coffee businesses on July 2, 2015 was $1,699 million in Europe, $413 million in EEMEA, $32 million in Asia Pacific and $5 million in Latin America on ayear-over-year basis. Refer to Note 2, Divestitures and Acquisitions – Coffee Business Transactions , for more information. 113 For the Years Ended December 31, 2015 2014 2013 (in millions) Earnings from continuing operations before income taxes: Operating income: Latin America $485 $475 $570 Asia Pacific 268 385 512 EEMEA 194 327 379 Europe 1,277 1,770 1,699 North America 1,105 922 889 Unrealized gains / (losses) on hedging activities 96 (112) 62 General corporate expenses (383) (317) (287) Amortization of intangibles (181) (206) (217) Benefit from indemnification resolution – – 336 Gains on coffee business transactions and divestitures 6,822 – 30 Loss on deconsolidation of Venezuela (778) – – Acquisition-related costs (8) (2) (2) Operating income 8,897 3,242 3,971 Interest and other expense, net (1,013) (688) (1,579) Earnings from continuing operations before income taxes $7,884 $2,554 $2,392 No single customer accounted for 10% or more of our net revenues from continuing operations in 2015. Our five largest customers accounted for17.0% and our ten largest customers accounted for 24.0% of net revenues from continuing operations in 2015.Items impacting our segment operating results are discussed in Note 1, Summary of Significant Accounting Policies, including the Venezueladeconsolidation and currency devaluations, Note 2, Divestitures and Acquisitions, Note 5, Goodwill and Intangible Assets , Note 6, RestructuringPrograms and Note 7, Integration Program and Cost Saving Initiatives . Also see Note 8, Debt and Borrowing Arrangements , and Note 9, FinancialInstruments, for more information on our interest and other expense, net for each period.Total assets, depreciation expense and capital expenditures by segment were: As of December 31, 2015 2014 2013 (in millions) Total assets (1) : Latin America (2) $4,673 $6,470 $6,860 Asia Pacific (3) 7,936 8,068 8,487 EEMEA (3) 3,867 5,153 6,951 Europe (3) 19,683 24,568 27,599 North America 21,175 21,287 21,705 Equity method investments 5,387 662 659 Unallocated assets (4) 122 563 203 Total assets $62,843 $66,771 $72,464 (1)Beginning in the third quarter of 2015, earnings from equity method investees were reported outside of segment operating income, as discussed above in thisNote and Note 1, Summary of Significant Accounting Policies – Principles of Consolidation, and outside of segment assets. We reclassified equity methodinvestments above as of December 31, 2014 and 2013 on a basis consistent with the 2015 presentation. (2)The change in total assets as of December 31, 2015 reflects a decrease of $1.1 billion related to the loss on deconsolidation of Venezuela. See Note 1,Summary of Significant Accounting Policies – Currency Translation and Highly Inflationary Accounting: Venezuela , for more information. (3)On July 2, 2015, we deconsolidated our global coffee businesses, primarily from our Europe, EEMEA and Asia Pacific segments. See Note 2, Divestitures andAcquisitions – Coffee Business Transactions , for more information. 114 (4)Unallocated assets consist primarily of cash and cash equivalents, deferred income taxes, centrally held property, plant and equipment, prepaid pensionassets and derivative financial instrument balances. We had debt issuance costs related to recognized debt liabilities of $46 million as of December 31, 2015,$44 million as of December 31, 2014 and $51 million as of December 31, 2013, which have been reclassified from long-term other assets to a deduction fromthe related debt obligations on the consolidated balance sheets. For the Years Ended December 31, 2015 2014 2013 (in millions) Depreciation expense: Latin America $94 $118 $107 Asia Pacific 114 112 107 EEMEA 66 90 88 Europe 274 359 359 North America 165 174 199 Total depreciation expense $713 $853 $860 For the Years Ended December 31, 2015 2014 2013 (in millions) Capital Expenditures: Latin America $354 $460 $412 Asia Pacific 311 356 268 EEMEA 197 219 254 Europe 390 429 478 North America 262 178 210 Total capital expenditures $1,514 $1,642 $1,622 Geographic data for net revenues and long-lived assets, excluding deferred tax, goodwill, intangible assets and equity method investments were: For the Years Ended December 31, 2015 2014 2013 (in millions) Net revenues: United States $6,302 $6,143 $5,965 Other 23,334 28,101 29,334 Total net revenues $29,636 $34,244 $35,299 As of December 31, 2015 2014 2013 (in millions) Long-lived assets (1) : United States $1,551 $1,564 $1,607 Other 7,238 8,801 9,201 Total long-lived assets $8,789 $10,365 $10,808 (1)Long-lived assets no longer includes debt issuance costs related to recognized debt liabilities of $46 million as of December 31, 2015, $44 million as ofDecember 31, 2014 and $51 million as of December 31, 2013, which have been reclassified from long-term other assets to a deduction from the related debtobligations on the consolidated balance sheets.No individual country within Other exceeded 10% of our net revenues or long-lived assets for all periods presented. 115Net revenues by product category were: For the Year Ended December 31, 2015 Latin Asia North America Pacific EEMEA Europe America Total (in millions) Biscuits $1,605 $1,264 $535 $2,420 $5,569 $11,393 Chocolate 840 1,444 896 4,638 256 8,074 Gum & Candy 1,091 717 544 757 1,149 4,258 Beverages (1) 767 401 543 1,549 – 3,260 Cheese & Grocery 685 534 268 1,164 – 2,651 Total net revenues $4,988 $4,360 $2,786 $10,528 $6,974 $29,636 For the Year Ended December 31, 2014 (2) Latin Asia North America Pacific EEMEA Europe America Total (in millions) Biscuits $1,322 $1,177 $642 $2,882 $5,486 $11,509 Chocolate 1,054 1,555 1,082 5,394 296 9,381 Gum & Candy 1,176 776 646 908 1,154 4,660 Beverages (1) 940 465 981 3,292 – 5,678 Cheese & Grocery 661 632 287 1,436 – 3,016 Total net revenues $5,153 $4,605 $3,638 $13,912 $6,936 $34,244 For the Year Ended December 31, 2013 (2) Latin Asia North America Pacific EEMEA Europe America Total (in millions) Biscuits $1,288 $1,311 $677 $2,940 $5,480 $11,696 Chocolate 1,143 1,632 1,181 5,385 326 9,667 Gum & Candy 1,380 849 673 968 1,185 5,055 Beverages (1) 907 470 1,113 3,340 – 5,830 Cheese & Grocery 664 690 271 1,426 – 3,051 Total net revenues $5,382 $4,952 $3,915 $14,059 $6,991 $35,299 (1)On July 2, 2015, we contributed our global coffee businesses primarily from our Europe, EEMEA and Asia Pacific segment beverage categories. Thedecrease in beverages net revenues in 2015 compared to 2014 primarily reflects the coffee business transactions and unfavorable currency on our remainingbeverage business. The impact of deconsolidating our coffee businesses on July 2, 2015 was $1,699 million in Europe, $413 million in EEMEA, $32 million inAsia Pacific and $5 million in Latin America on a year-over-year basis. Refer to Note 2, Divestitures and Acquisitions – Coffee Business Transactions , formore information. (2)During 2014, we realigned some of our products across product categories and as such, we reclassified the product category net revenues on a basisconsistent with the 2015 presentation. 116Note 18. Quarterly Financial Data (Unaudited)Our summarized operating results by quarter are detailed below. 2015 Quarters First Second Third Fourth (in millions, except per share data) Net revenues $7,762 $7,661 $6,849 $7,364 Gross profit 2,941 3,066 2,670 2,835 Provision for income taxes 113 100 348 32 Equity method investment net losses / (earnings) (1) – – 72 (72) Net earnings / (loss) (2) $312 $427 $7,268 $(716) Noncontrolling interest (12) 21 2 13 Net earnings / (loss) attributable to Mondelēz International $324 $406 $7,266 $(729) Weighted-average shares for basic EPS 1,648 1,625 1,609 1,589 Plus incremental shares from assumed conversions of stock options and long-term incentive plan shares 17 18 20 21 Weighted-average shares for diluted EPS 1,665 1,643 1,629 1,610 Per share data: Basic EPS attributable to Mondelēz International: $0.20 $0.25 $4.52 $(0.46) Diluted EPS attributable to Mondelēz International (3) : $0.19 $0.25 $4.46 $(0.46) Dividends declared $0.15 $0.15 $0.17 $0.17 Market price - high $37.88 $41.81 $48.58 $47.42 - low $33.97 $35.93 $38.91 $41.55 2014 Quarters First Second Third Fourth (in millions, except per share data) Net revenues $8,641 $8,436 $8,337 $8,830 Gross profit 3,204 3,105 3,142 3,146 (Benefit) / provision for income taxes (4) (27) 91 178 111 Net earnings (2) $150 $642 $902 $507 Noncontrolling interest (13) 20 3 7 Net earnings attributable to Mondelēz International $163 $622 $899 $500 Weighted-average shares for basic EPS 1,704 1,694 1,688 1,677 Plus incremental shares from assumed conversions of stock options and long-term incentive plan shares 18 18 17 18 Weighted-average shares for diluted EPS 1,722 1,712 1,705 1,695 Per share data: Basic EPS attributable to Mondelēz International: $0.10 $0.37 $0.53 $0.30 Diluted EPS attributable to Mondelēz International: $0.09 $0.36 $0.53 $0.29 Dividends declared $0.14 $0.14 $0.15 $0.15 Market price - high $36.05 $38.47 $39.54 $39.42 - low $31.84 $34.03 $33.93 $31.83 117(1)Historically, we have recorded income from equity method investments within our operating income as these investments operated as extensions of our base business.Beginning in the third quarter of 2015, to align with the accounting for JDE earnings, we began to record the earnings from our equity method investments in after-taxequity method investment earnings outside of operating income. As the after-tax equity method investment net earnings for the six months ended December 31, 2015 wasless than $1 million, this line item is not shown on our consolidated statement of earnings. Pre-tax earnings from equity method investments recorded within segmentoperating income were $56 million for the six months ended July 2, 2015. See Note 1, Summary of Significant Accounting Policies – Principles of Consolidation , foradditional information.(2)See the following table for significant items that affected the comparability of earnings each quarter.(3)In the fourth quarter of 2015, we recorded a net loss, primarily due to the loss on deconsolidation of Venezuela and coffee business transaction final sales priceadjustment. In accordance with U.S. GAAP, due to the net loss in the quarter, diluted EPS was equal to basic EPS.(4)In the fourth quarter of 2014, we recorded a tax benefit of $43 million associated with the lapse of a statute of limitations that related to the third quarter of 2014.Basic and diluted EPS are computed independently for each of the periods presented. Accordingly, the sum of the quarterly EPS amounts may notequal the total for the year.During 2015 and 2014, we recorded the following pre-tax (charges) / gains in earnings from continuing operations: 2015 Quarters First Second Third Fourth (in millions) Asset impairment and exit costs $(160) $(231) $(155) $(355) Remeasurement of net monetary assets in Venezuela (11) – – – Loss on deconsolidation of Venezuela – – – (778) Gains / (loss) on coffee business transactions anddivestiture – 13 7,122 (313) Coffee business transactions currency- related net gain / (loss) 551 (144) 29 – Loss on early extinguishment of debt and related expenses (713) – – (40) $(333) $(362) $6,996 $(1,486) 2014 Quarters First Second Third Fourth (in millions) Asset impairment and exit costs $(42) $(55) $(188) $(407) Remeasurement of net monetary assets in Venezuela (142) – (19) (6) Coffee business transactions currency- related net (loss) / gain – (7) 420 215 Loss on early extinguishment of debt and related expenses (494) (1) – – $(678) $(63) $213 $(198) Items impacting our operating results are discussed in Note 1, Summary of Significant Accounting Policies, including the Venezuela deconsolidationand currency devaluations, Note 2, Divestitures and Acquisitions, including the coffee business transactions, Note 5, Goodwill and Intangible Assets, Note 6, Restructuring Program, and Note 8, Debt and Borrowing Arrangements . 118Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.None.Item 9A. Controls and Procedures.Evaluation of Disclosure Controls and ProceduresWe have established disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed orsubmitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of theSEC, and such information is accumulated and communicated to our management, including our Chief Executive Officer (“CEO”) and ChiefFinancial Officer (“CFO”), as appropriate to allow timely decisions regarding required disclosure. Management, together with our CEO and CFO,evaluated the effectiveness of the Company’s disclosure controls and procedures as of December 31, 2015. Based on this evaluation, the CEO andCFO concluded that our disclosure controls and procedures were effective as of December 31, 2015.Remediation of Material WeaknessAs of December 31, 2015, management assessed and concluded that the previously reported material weakness related to accounting for incometaxes has been remediated as of December 31, 2015.As part of the remediation plan, management implemented new policies and procedures pertaining to accounting for income taxes, including: • revising and formalizing numerous income tax accounting review processes, • redesigning and implementing a new, more robust internal control set related to income tax accounting, • defining and clearly communicating roles and responsibilities for income tax accounting to local and regional personnel, • implementing industry-standard technology tools utilized in the accounting for income taxes, • conducting extensive training on the accounting and control processes involving income tax accounting, and • hiring additional personnel with specific income tax accounting expertise.We and our Board of Directors are committed to maintaining a strong internal control environment, and we believe that these remediation effortsrepresent significant improvements in our controls. We monitored our processes throughout the remediation period and have concluded that they areoperating effectively and are well controlled and sustainable. We will continue to focus on maintaining the system of internal controls that wasdeveloped and implemented over the last two years, and we will make enhancements when and where necessary.Report of Management on Internal Control Over Financial ReportingManagement is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is a process designed by, or under the supervision of, our CEO and CFO,or persons performing similar functions, and effected by the Company’s Board of Directors, management and other personnel to provide reasonableassurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance withgenerally accepted accounting principles. Our internal control over financial reporting includes those written policies and procedures that: • pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of assets; • provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordancewith generally accepted accounting principles; • provide reasonable assurance that receipts and expenditures are being made only in accordance with management and directorauthorization; and • provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets thatcould have a material effect on the consolidated financial statements. 119Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of anyevaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or thatthe degree of compliance with the policies or procedures may deteriorate.Management assessed the effectiveness of our internal control over financial reporting as of December 31, 2015. Management based thisassessment on criteria for effective internal control over financial reporting described in Internal Control—Integrated Framework (2013) issued by theCommittee of Sponsoring Organizations of the Treadway Commission (“COSO”).Based on this assessment, management concluded that the Company’s internal control over financial reporting was effective as of December 31,2015, based on the criteria in Internal Control-Integrated Framework issued by the COSO.PricewaterhouseCoopers LLP, an independent registered public accounting firm, has audited the effectiveness of our internal control over financialreporting as of December 31, 2015, as stated in their report that appears under Item 8.February 19, 2016Changes in Internal Control Over Financial ReportingManagement, together with our CEO and CFO, evaluated the changes in our internal control over financial reporting during the quarter endedDecember 31, 2015. As outlined above, we remediated the previously reported material weakness related to our accounting for income taxes byadding controls in prior periods. We concluded our testing of those controls in the fourth quarter, supporting our remediation determination.During the year ended December 31, 2015, we worked with outsourced partners to further simplify and standardize processes and focus onscalable, transactional processes across all regions. Specifically during the fourth quarter of 2015, we began to transition some of our transactionalprocessing and financial reporting for a number of countries in our Asia Pacific, EEMEA and Latin America regions, as well as some of our AsiaPacific region order-to-cash transactional processing to two outsourced partners. We also transitioned some of our procurement administrationfunctions for our North America and Latin America regions to one of our outsourced partners. We also transitioned certain financial systemreconciliations for our EEMEA and Asia Pacific regions to another outsourced partner. Per our service agreements, the controls previouslyestablished around these accounting functions will be maintained by our outsourced partners and they are subject to management’s internal controltesting.There were no other changes in our internal control over financial reporting during the quarter ended December 31, 2015, that have materiallyaffected, or are reasonably likely to materially affect, our internal control over financial reporting.Item 9B. Other Information.None. 120PART IIIItem 10. Directors, Executive Officers and Corporate Governance.Information required by this Item 10 is included under the heading “Executive Officers of the Registrant” in Part I, Item 1 of this Form 10-K, as well asunder the headings “Election of Directors,” “Corporate Governance - Governance Guidelines,” “Corporate Governance - Codes of Conduct,” “BoardCommittees and Membership - Audit Committee” and “Ownership of Equity Securities - Section 16(a) Beneficial Ownership Reporting Compliance”in our definitive Proxy Statement for our Annual Meeting of Shareholders scheduled to be held on May 18, 2016 (“2016 Proxy Statement”). All of thisinformation from the 2016 Proxy Statement is incorporated by reference into this Annual Report.The information on our web site is not, and shall not be deemed to be, a part of this Annual Report or incorporated into any other filings we makewith the SEC.Item 11. Executive Compensation.Information required by this Item 11 is included under the headings “Board Committees and Membership - Human Resources and CompensationCommittee,” “Compensation of Non-Employee Directors,” “Compensation Discussion and Analysis,” “Executive Compensation Tables” and “HumanResources and Compensation Committee Report for the Year Ended December 31, 2015” in our 2016 Proxy Statement. All of this information isincorporated by reference into this Annual Report.Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.The number of shares to be issued upon exercise or vesting of awards issued under, and the number of shares remaining available for futureissuance under, our equity compensation plans at December 31, 2015 were:Equity Compensation Plan Information Number of Securities Remaining Available for Number of Securities to Future Issuance under be Issued Upon Exercise Weighted Average Equity Compensation of Outstanding Exercise Price of Plans (excluding Options, Warrants Outstanding Options, securities reflected and Rights (1) Warrants and Rights in column (a)) (2) (a) (b) (c) Equity compensation plans approved by security holders 64,471,717 $26.12 81,775,279 (1)Includes vesting of deferred stock units and long-term incentive plan stock. (2)Includes 40,433,520 options and deferred stock units and 41,341,760 shares of restricted stock available for issuance under the Amended and Restated 2005Performance Incentive Plan.Information related to the security ownership of certain beneficial owners and management is included in our 2016 Proxy Statement under theheading “Ownership of Equity Securities” and is incorporated by reference into this Annual Report.Item 13. Certain Relationships and Related Transactions, and Director Independence.Information required by this Item 13 is included under the headings “Corporate Governance - Director Independence” and “Corporate Governance -Review of Transactions with Related Persons” in our 2016 Proxy Statement. All of this information is incorporated by reference into this AnnualReport.Item 14. Principal Accountant Fees and Services.Information required by this Item 14 is included under the heading “Board Committees and Membership - Audit Committee” in our 2016 ProxyStatement. All of this information is incorporated by reference into this Annual Report. 121PART IVItem 15. Exhibits and Financial Statement Schedules. (a)Index to Consolidated Financial Statements and Schedules PageReport of Independent Registered Public Accounting Firm 59Consolidated Statements of Earnings for the Years Ended December 31, 2015, 2014 and 2013 60Consolidated Statements of Comprehensive Earnings for the Years Ended December 31, 2015, 2014 and 2013 61Consolidated Balance Sheets as of December 31, 2015 and 2014 62Consolidated Statements of Equity for the Years Ended December 31, 2015, 2014 and 2013 63Consolidated Statements of Cash Flows for the Years Ended December 31, 2015, 2014 and 2013 64Notes to Consolidated Financial Statements 65Report of Independent Registered Public Accounting Firm on Financial Statement Schedule S-1Financial Statement Schedule-Valuation and Qualifying Accounts S-2Schedules other than those listed above have been omitted either because such schedules are not required or are not applicable. 122(b)The following exhibits are filed as part of, or incorporated by reference into, this Annual Report: 2.1 Separation and Distribution Agreement between the Registrant and Kraft Foods Group, Inc., dated as of September 27, 2012(incorporated by reference to Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on October 1, 2012).* 2.2 Canadian Asset Transfer Agreement, by and between Mondelez Canada Inc. and Kraft Canada Inc., dated as of September 29, 2012(incorporated by reference to Exhibit 2.3 to the Registrant’s Annual Report on Form 10-K filed with the SEC on February 25, 2013).* 2.3 Master Ownership and License Agreement Regarding Patents, Trade Secrets and Related Intellectual Property, among Kraft FoodsGlobal Brands LLC, Kraft Foods Group Brands LLC, Kraft Foods UK Ltd. and Kraft Foods R&D Inc., dated as of October 1, 2012(incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed with the SEC on October 1, 2012).* 2.4 Master Ownership and License Agreement Regarding Trademarks and Related Intellectual Property, by and between Kraft Foods GlobalBrands LLC and Kraft Foods Group Brands LLC., dated as of September 27, 2012 (incorporated by reference to Exhibit 10.4 to theRegistrant’s Current Report on Form 8-K filed with the SEC on October 1, 2012).* 2.5 First Amendment to the Master Ownerships and License Agreement Regarding Trademarks and Related Intellectual Property, amongIntercontinental Great Brands LLC and Kraft Foods Group Brands LLC, dated as of July 15, 2013 (incorporated by reference to Exhibit2.1 to the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on April 30, 2015). 2.6 Second Amendment to the Master Ownership and License Agreement Regarding Trademarks and Related Intellectual Property, amongIntercontinental Great Brands LLC and Kraft Foods Group Brands LLC, dated as of October 1, 2014 (incorporated by reference toExhibit 2.2 to the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on April 30, 2015). 3.1 Amended and Restated Articles of Incorporation of the Registrant, effective March 14, 2013 (incorporated by reference to Exhibit 3.1 tothe Registrant’s Quarterly Report on Form 10-Q filed with the SEC on May 8, 2013). 3.2 Amended and Restated By-Laws of the Registrant, effective as of October 9, 2015 (incorporated by reference to Exhibit 3.1 to theRegistrant’s Current Report on Form 8-K filed with the SEC on October 7, 2015). 4.1 The Registrant agrees to furnish to the SEC upon request copies of any instruments defining the rights of holders of long-term debt ofthe Registrant and its consolidated subsidiaries that does not exceed 10 percent of the total assets of the Registrant and its consolidatedsubsidiaries. 4.2 Indenture, by and between the Registrant and Deutsche Bank Trust Company Americas (as successor trustee to The Bank of New Yorkand The Chase Manhattan Bank), dated as of October 17, 2001 (incorporated by reference to Exhibit 4.1 to the Registrant’s RegistrationStatement on Form S-3 (Reg. No. 333-86478) filed with the SEC on April 18, 2002). 4.3 Supplemental Indenture, by and between the Registrant and Deutsche Bank Trust Company Americas, Deutsche Bank AG, LondonBranch and Deutsche Bank Luxembourg S.A., dated as of December 11, 2013 (incorporated by reference to Exhibit 4.2 to theRegistrant’s Current Report on Form 8-K filed with the SEC on December 11, 2013). 4.4 Form of Indenture between Mondelēz International, Inc. and Deutsche Bank Trust Company Americas, as trustee (incorporated byreference to Exhibit 4.1 to the Registrant’s Registration Statement on Form S-3 (Reg. No. 333-194330) filed with the SEC on March 5,2014). 123 10.1 $4.5 Billion 5-Year Revolving Credit Agreement, by and among the Registrant, the initial lenders named therein, JPMorgan SecuritiesLLC, Deutsche Bank Securities Inc., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and HSBC Securities (USA)LLC, as joint lead arrangers and joint bookrunners, and JPMorgan Chase Bank, N.A. and Deutsche Bank AG New York Branch, as co-administrative agents, dated as of October 11, 2013 (incorporated by reference to Exhibit 10.1 to the Registrant’s Annual Report onForm 10-K filed with the SEC on March 3, 2014). 10.2 Tax Sharing Agreement, by and between the Registrant and Altria Group, Inc., dated as of March 30, 2007 (incorporated by reference toExhibit 10.3 to the Registrant’s Current Report on Form 8-K filed with the SEC on March 30, 2007). 10.3 Tax Sharing and Indemnity Agreement, by and between the Registrant and Kraft Foods Group, Inc., dated as of September 27, 2012(incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on October 1, 2012). 10.4 Global Contribution Agreement by and among Mondelēz International Holdings, LLC, Acorn Holdings B.V., Charger Top HoldCo B.V.and Charger OpCo B.V., dated May 7, 2014 (incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on August 8, 2014).** 10.5 Amendment Agreement to Global Contribution Agreement by and among Mondelēz International Holdings LLC, Acorn Holdings B.V.,Jacobs Douwe Egberts B.V. (formerly Charger Top HoldCo B.V.) and Jacobs Douwe Egberts International B.V. (formerly Charger OpCoB.V.), dated July 28, 2015 (incorporated by reference to Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q filed with theSEC on July 31, 2015).** 10.6 Shareholders’ Agreement by and among Mondelēz International Holdings, LLC, Delta Charger HoldCo B.V. and Charger Top HoldCoB.V., dated May 7, 2014 (incorporated by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q filed with the SECon August 8, 2014).** 10.7 Amendment Agreement to Shareholders’ Agreement by and among Delta Charger HoldCo B.V., Mondelez Coffee HoldCo B.V. andJacobs Douwe Egberts B.V. (formerly Charger Top HoldCo B.V.), dated July 28, 2015 (incorporated by reference to Exhibit 10.4 to theRegistrant’s Quarterly Report on Form 10-Q filed with the SEC on July 31, 2015).** 10.8 Settlement Agreement, between the Registrant and Kraft Foods Group, Inc., dated June 22, 2015 (incorporated by reference to Exhibit10.2 to the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on July 31, 2015). 10.9 Mondelēz International, Inc. Amended and Restated 2005 Performance Incentive Plan, amended and restated as of May 21, 2014(incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on May 22, 2014).+ 10.10 Form of Mondelēz International, Inc. Amended and Restated 2005 Performance Incentive Plan Restricted Stock Agreement forMondelēz International Common Stock (incorporated by reference to Exhibit 10.7 to the Registrant’s Annual Report on Form 10-K filedwith the SEC on February 20, 2015).+ 10.11 Form of Mondelēz International, Inc. Amended and Restated 2005 Performance Incentive Plan Global Deferred Stock Unit Agreement(incorporated by reference to Exhibit 10.8 to the Registrant’s Annual Report on Form 10-K filed with the SEC on February 20, 2015).+ 10.12 Form of Mondelēz International, Inc. Amended and Restated 2005 Performance Incentive Plan Non-Qualified U.S. Stock OptionAgreement (incorporated by reference to Exhibit 10.9 to the Registrant’s Annual Report on Form 10-K filed with the SEC on February 20,2015).+ 10.13 Form of Mondelēz International, Inc. Amended and Restated 2005 Performance Incentive Plan Non-Qualified Non-U.S. Stock OptionAgreement (incorporated by reference to Exhibit 10.10 to the Registrant’s Annual Report on Form 10-K filed with the SEC on February20, 2015).+ 10.14 Form of Mondelēz International, Inc. Amended and Restated 2005 Performance Incentive Plan Global Long-Term Incentive GrantAgreement (incorporated by reference to Exhibit 10.11 to the Registrant’s Annual Report on Form 10-K filed with the SEC on February20, 2015).+ 124 10.15 Mondelēz International, Inc. Long-Term Incentive Plan, restated as of October 2, 2012 (incorporated by reference to Exhibit 10.9 to theRegistrant’s Annual Report on Form 10-K filed with the SEC on February 25, 2013).+ 10.16 Mondelēz Global LLC Supplemental Benefits Plan I, effective as of September 1, 2012 (incorporated by reference to Exhibit 10.10 to theRegistrant’s Annual Report on Form 10-K filed with the SEC on February 25, 2013).+ 10.17 Mondelēz Global LLC Supplemental Benefits Plan II, effective as of September 1, 2012 (incorporated by reference to Exhibit 10.11 to theRegistrant’s Annual Report on Form 10-K filed with the SEC on February 25, 2013).+ 10.18 Form of Mondelēz Global LLC Amended and Restated Cash Enrollment Agreement (incorporated by reference to Exhibit 10.12 to theRegistrant’s Annual Report on Form 10-K filed with the SEC on February 25, 2013).+ 10.19 Form of Mondelēz Global LLC Amended and Restated Employee Grantor Trust Enrollment Agreement (incorporated by reference toExhibit 10.13 to the Registrant’s Annual Report on Form 10-K filed with the SEC on February 25, 2013).+ 10.20 Mondelēz International, Inc. Amended and Restated 2006 Stock Compensation Plan for Non-Employee Directors, amended andrestated as of October 1, 2012 (incorporated by reference to Exhibit 10.14 to the Registrant’s Annual Report on Form 10-K filed with theSEC on February 25, 2013).+ 10.21 Mondelēz International, Inc. 2001 Compensation Plan for Non-Employee Directors, amended as of December 31, 2008 and restated asof January 1, 2013 (incorporated by reference to Exhibit 10.15 to the Registrant’s Annual Report on Form 10-K filed with the SEC onFebruary 25, 2013).+ 10.22 Mondelēz International, Inc. Change in Control Plan for Key Executives, amended as of February 4, 2015 (incorporated by reference toExhibit 10.19 to the Registrant’s Annual Report on Form 10-K filed with the SEC on February 20, 2015).+ 10.23 Mondelēz Global LLC Executive Deferred Compensation Plan, effective as of October 1, 2012 (incorporated by reference to Exhibit10.17 to the Registrant’s Annual Report on Form 10-K filed with the SEC on February 25, 2013).+ 10.24 Mondelēz Global LLC Executive Deferred Compensation Plan Adoption Agreement, effective as of October 1, 2012 (incorporated byreference to Exhibit 10.18 to the Registrant’s Annual Report on Form 10-K filed with the SEC on February 25, 2013).+ 10.25 Deferred Compensation Plan Trust Document, by and between Mondelēz Global LLC and Wilmington Trust Retirement and InstitutionalServices Company, dated as of September 18, 2012 (incorporated by reference to Exhibit 10.19 to the Registrant’s Annual Report onForm 10-K filed with the SEC on February 25, 2013).+ 10.26 Offer of Employment Letter, between the Registrant and Irene B. Rosenfeld, dated June 22, 2006 (incorporated by reference to Exhibit10.29 to the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on August 8, 2006).+ 10.27 Amendment to Offer of Employment Letter, between the Registrant and Irene B. Rosenfeld, amended as of December 31, 2008(incorporated by reference to Exhibit 10.20 to the Registrant’s Annual Report on Form 10-K filed with the SEC on February 27, 2009).+ 10.28 Offer of Employment Letter, between the Registrant and Daniel P. Myers, dated June 20, 2011 (incorporated by reference to Exhibit 10.1to the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on November 4, 2011).+ 10.29 Offer of Employment Letter, between Mondelēz Global LLC and Brian T. Gladden, dated September 26, 2014 (incorporated by referenceto Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on October 9, 2014).+ 125 10.30 Offer of Employment Letter, between Mondelēz Global LLC and Roberto de Oliveira Marques, dated February 20, 2015 (incorporated byreference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on April 30, 2015).+ 10.31 Retirement Agreement and General Release, between Mondelēz Global LLC and David Brearton, dated December 15, 2015(incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on December 18, 2015).+ 10.32 Form of Indemnification Agreement for Non-Employee Directors (incorporated by reference to 10.28 to the Registrant’s Annual Reporton Form 10-K filed with the SEC on February 27, 2009).+ 10.33 Indemnification Agreement between the Registrant and Irene B. Rosenfeld, dated January 27, 2009 (incorporated by reference to Exhibit10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on February 2, 2009).+ 12.1 Computation of Ratios of Earnings to Fixed Charges. 21.1 Subsidiaries of the Registrant. 23.1 Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm. 31.1 Certification of the Registrant’s Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, asamended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification of the Registrant’s Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, asamended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1 Certifications of the Registrant’s Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant toSection 906 of the Sarbanes-Oxley Act of 2002.101.1 The following materials from Mondelēz International’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015,formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Statements of Earnings, (ii) the ConsolidatedStatements of Comprehensive Earnings, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Equity, (v) theConsolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements. *Upon request, Mondelēz International, Inc. agrees to furnish to the U.S. Securities and Exchange Commission, on a supplementalbasis, a copy of any omitted schedule or exhibit to such agreement. **Portions of this exhibit (indicated by asterisks) have been omitted pursuant to a request for confidential treatment and have beenseparately filed with the SEC. +Indicates a management contract or compensatory plan or arrangement. 126SIGNATURESPursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signedon its behalf by the undersigned, thereunto duly authorized. MONDELĒZ INTERNATIONAL, INC.By: /s/ BRIAN T. GLADDEN (Brian T. Gladden Executive Vice President and Chief Financial Officer)Date: February 19, 2016Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of theregistrant and in the capacities and on the dates indicated: Signature Title Date/s/ IRENE B. ROSENFELD Director, Chairman andChief Executive Officer February 19, 2016(Irene B. Rosenfeld) /s/ BRIAN T. GLADDEN Executive Vice President andChief Financial Officer February 19, 2016(Brian T. Gladden) /s/ LUCA ZARAMELLA Senior Vice President andCorporate Controller February 19, 2016(Luca Zaramella) /s/ STEPHEN F. BOLLENBACH Director February 19, 2016(Stephen F. Bollenbach) /s/ LEWIS W.K. BOOTH Director February 19, 2016(Lewis W.K. Booth) /s/ LOIS D. JULIBER Director February 19, 2016(Lois D. Juliber) /s/ MARK D. KETCHUM Director February 19, 2016(Mark D. Ketchum) /s/ JORGE S. MESQUITA Director February 19, 2016(Jorge S. Mesquita) /s/ JOSEPH NEUBAUER Director February 19, 2016(Joseph Neubauer) /s/ NELSON PELTZ Director February 19, 2016(Nelson Peltz) /s/ FREDRIC G. REYNOLDS Director February 19, 2016(Fredric G. Reynolds) /s/ CHRISTIANA S. SHI Director February 19, 2016(Christiana S. Shi) /s/ PATRICK T. SIEWERT Director February 19, 2016(Patrick T. Siewert) /s/ RUTH J. SIMMONS Director February 19, 2016(Ruth J. Simmons) /s/ JEAN-FRANÇOIS M. L. VAN BOXMEER Director February 19, 2016(Jean-François M. L. van Boxmeer) 127REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMON FINANCIAL STATEMENT SCHEDULETo the Board of Directors of Mondelēz International, Inc.:Our audits of the consolidated financial statements and of the effectiveness of internal control over financial reporting referred to in our report datedFebruary 19, 2016 appearing in this Annual Report on Form 10-K of Mondelēz International, Inc. also included an audit of the financial statementschedule listed in Item 15(a) of this Form 10-K. In our opinion, this financial statement schedule presents fairly, in all material respects, theinformation set forth therein when read in conjunction with the related consolidated financial statements./s/ P RICEWATERHOUSE C OOPERS LLPChicago, IllinoisFebruary 19, 2016 S-1Mondelēz International, Inc. and SubsidiariesValuation and Qualifying AccountsFor the Years Ended December 31, 2015, 2014 and 2013(in millions) Col. A Col. B Col. C Col. D Col. E Additions Description Balance at Beginning of Period Charged to Costs and Expenses Charged to Other Accounts Deductions Balance at End of Period (a) (b) 2015: Allowance for trade receivables $66 $14 $(11) $15 $54 Allowance for other current receivables 91 12 7 1 109 Allowance for long-term receivables 14 5 (3) – 16 Allowance for deferred taxes 345 46 (35) 53 303 $516 $77 $(42) $69 $482 2014: Allowance for trade receivables $86 $9 $(10) $19 $66 Allowance for other current receivables 73 39 (13) 8 91 Allowance for long-term receivables 16 1 (2) 1 14 Allowance for deferred taxes 335 61 (25) 26 345 $510 $110 $(50) $54 $516 2013: Allowance for trade receivables $118 $14 $(11) $35 $86 Allowance for other current receivables 45 20 – (8) 73 Allowance for long-term receivables 16 – – – 16 Allowance for deferred taxes 426 20 – 111 335 $605 $54 $(11) $138 $510 Notes:(a)Primarily related to divestitures, acquisitions and currency translation.(b)Represents charges for which allowances were created. S-2EXHIBIT 12.1Mondelēz International, Inc. and SubsidiariesComputation of Ratios of Earnings to Fixed Charges(in millions of dollars) Years Ended December 31, 2015 2014 2013 2012 2011 Earnings from continuing operations before income taxes $7,884 $2,554 $2,392 $1,774 $1,880 Add / (Deduct): Equity in net earnings of less than 50% owned affiliates (56) (112) (107) (106) (84) Dividends from less than 50% owned affiliates 58 61 66 63 60 Fixed charges 825 965 1,145 2,323 2,050 Interest capitalized, net of amortization (7) (3) (2) (1) 2 Earnings available for fixed charges $ 8,704 $ 3,465 $ 3,494 $ 4,053 $ 3,908 Fixed charges: Interest incurred: Interest expense (a) $714 $882 $1,031 $2,206 $1,956 Capitalized interest 7 3 2 3 – 721 885 1,033 2,209 1,956 Portion of rent expense deemed to represent interest factor 104 80 112 114 94 Fixed charges $825 $965 $1,145 $2,323 $2,050 Ratio of earnings to fixed charges 10.6 3.6 3.1 1.7 1.9 Notes:(a)Excludes interest related to uncertain tax positions, which is recorded in our tax provision.Exhibit 21.1 Mondelēz International, Inc.Subsidiaries — 2015 CountryLU Algerie S.p.A. AlgeriaCadbury Bebidas De Argentina S.A. ArgentinaMondelez Argentina S.A. ArgentinaNabisco Inversiones S.R.L. ArgentinaVan Mar SA ArgentinaCadbury Marketing Services Pty Limited AustraliaGeneral Foods Pty. Ltd. AustraliaKF (Australia) Pty. Ltd. AustraliaKraft Jacobs Suchard (Australia) Pty. Ltd. AustraliaLanes Biscuits Pty. Ltd. AustraliaLanes Food (Australia) Pty. Ltd. AustraliaMacRobertson Pty Limited AustraliaMondelez Australia (Foods) Ltd AustraliaMondelez Australia Group Co Pty Ltd AustraliaMondelez Australia Group Investments LP AustraliaMondelez Australia Holdings Pty. Ltd. AustraliaMondelez Australia Investments Pty Ltd AustraliaMondelez Australia Pty. Ltd. AustraliaMondelez New Zealand Holdings (Australia) Pty. Ltd. AustraliaRecaldent Pty Ltd AustraliaThe Natural Confectionery Co. Pty Ltd AustraliaKraft Foods CEEMA GmbH AustriaMirabell Salzburger Confiserie-und Bisquit GmbH AustriaMondelez Oesterreich GmbH AustriaMondelez Oesterreich Production GmbH AustriaSalzburger Suesswarenfabrik K.G. AustriaFulmer Corporation Limited BahamasMondelez Bahrain Biscuits WLL BahrainMondelez Bahrain W.L.L. BahrainOOO Mondelez International Bel BelarusCadbury Belgium BVBA BelgiumConfibel SPRL BelgiumKraft Foods Belgium Intellectual Property BelgiumKraft Foods Belgium Production Holdings BVBA BelgiumKraft Foods Production Holdings Maatschap BelgiumMondelez Belgium Biscuits Production NV BelgiumMondelez Belgium BVBA BelgiumMondelez Belgium Manufacturing Services BVBA BelgiumMondelez Belgium Production BVBA BelgiumMondelez Belgium Services BVBA BelgiumMondelez Namur Production SPRL BelgiumMondelez de Alimentos Bolivia S.R.L. BoliviaCadbury Botswana (Proprietary) Limited BotswanaCadbury Confy (Proprietary) Limited BotswanaK&S Alimentos S.A. BrazilLacta Alimentos Ltda. BrazilMondelez Brasil Ltda. BrazilMondelez Brasil Norte Nordeste Ltda. BrazilMondelez Bulgaria EOOD BulgariaMondelez Bulgaria Holding AD BulgariaMondelez Bulgaria Production EOOD Bulgaria152999 Canada Inc. Canada3072440 Nova Scotia Company CanadaMCI Finance Inc. CanadaMondelez Asia Pacific (Alberta) GP ULC CanadaMondelez Canada Holdings Two ULC CanadaMondelez Canada Holdings ULC CanadaMondelez Canada Inc. CanadaTCI Realty Holdings Inc. CanadaCadbury Stani Adams Chile Productos Alimenticios Limitada ChileMondelez Chile S.A. ChileCadbury Confectionery (Guangzhou) Co., Limited ChinaCadbury Food Co. Limited China ChinaMondelez Beijing Food Co., Ltd. ChinaMondelez China Co., Ltd ChinaMondelez Jiangmen Food Co., Ltd. ChinaMondelez Shanghai Food Co., Ltd. ChinaMondelez Shanghai Foods Corporate Management Co., Ltd. ChinaMondelez Suzhou Food Co., Ltd. ChinaNabisco Food (Suzhou) Co. Ltd. ChinaIndustria de Colores y Sabores S.A.S. ColombiaKraft Foods Colombia S.A.S. ColombiaMondelez Colombia S.A.S. ColombiaServicios Comerciales Colombia SAS ColombiaEl Gallito Industrial, S.A. Costa RicaMondelez Business Services Costa Rica Limitada Costa RicaMondelez Costa Rica Limitada Costa RicaMondelez Zagreb d.o.o. CroatiaGum Management Services Ltd CyprusMondelez CR Biscuit Production s.r.o. Czech RepublicMondelez Czech Republic s.r.o. Czech RepublicOpavia Lu s.r.o. Czech RepublicKraft Foods Danmark Intellectual Property ApS DenmarkMondelez Danmark ApS DenmarkMondelez Dominicana, S.A. Dominican RepublicMondelez Ecuador Cia. Ltda. EcuadorCadbury Egypt for Importation EgyptMondelez Egypt Foods S.A.E. EgyptMondelez Egypt Trading LLC EgyptMondelez El Salvador, Ltda. de C.V. El SalvadorMondelez Eesti Osauhing EstoniaKraft Foods Finland Production Oy FinlandMondelez Finland OY FinlandKraft Foods France Biscuit S.A.S. FranceKraft Foods France Intellectual Property S.A.S. FranceMondelez France Antilles Guyane Distribution SAS FranceMondelez France Biscuit Distribution SAS FranceMondelez France Biscuits Production SAS FranceMondelez France Confectionery Production SAS FranceMondelez France Ocean Indien Distribution SAS FranceMondelez France R&D SAS FranceMondelez France S.A.S. FranceMondelez Strasbourg Production S.A.S. FranceMondelez Georgia LLC GeorgiaCarlton Lebensmittel Vertriebs GmbH GermanyDon Snack Foods Handelsgesellschaft GmbH GermanyKraft Foods Deutschland Biscuits Grundstuecksverwaltungs GmbH & Co. KG GermanyKraft Foods Deutschland Holding Grundstuecksverwaltungs GmbH & Co. KG GermanyKraft Foods Deutschland Production Grundstuecksverwaltungs GmbH & Co. KG GermanyMarabou GmbH GermanyMondelez Deutschland Biscuits Production GmbH GermanyMondelez Deutschland GmbH GermanyMondelez Deutschland Professional GmbH GermanyMondelez Deutschland R&D GmbH GermanyMondelez Deutschland Services GmbH & Co. KG GermanyMondelez Deutschland Snacks Production GmbH & Co. KG GermanySuchard GmbH GermanyTobler GermanyCadbury Ghana Limited GhanaLapworth Commodities Limited GhanaMondelez Hellas Production S.A. GreeceMondelez Hellas S.A. GreeceMondelez Korinthos Production S.A. GreeceMondelez Guatemala, Ltda. GuatemalaLanders Centro Americana, Fabricantes de Molinos Marca “Corona” S.A. de C.V. HondurasMondelez Honduras, S. de R.L. HondurasCadbury Trading Hong Kong Ltd. Hong KongMondelez Hong Kong Limited Hong KongGyori Keksz Kft SARL HungaryMondelez Hungaria IP Kft HungaryMondelez Hungaria Kft HungaryC S Business Services (India) Pvt. Limited IndiaInduri Farm Limited IndiaKJS India Private Limited IndiaMondelez India Foods Private Limited IndiaP.T. Cadbury Indonesia IndonesiaP.T. Cipta Manis Makmur IndonesiaP.T. Kraft Symphoni Indonesia IndonesiaP.T. Kraft Ultrajaya Indonesia IndonesiaP.T. Mondelez Indonesia IndonesiaP.T. Mondelez Indonesia Manufacturing IndonesiaP.T. Mondelez Indonesia Trading IndonesiaAlreford Limited IrelandBerkeley Re Limited IrelandCadbury Schweppes Ireland Limited IrelandCadbury Schweppes Treasury America IrelandCadbury Schweppes Treasury International IrelandCadbury Schweppes Treasury Services IrelandKraft Foods Ireland Intellectual Property Ltd IrelandMondelez Ireland Limited IrelandMondelez Ireland Production Limited IrelandSeurat IrelandSunkist Soft Drinks International Limited IrelandTrebor (Dublin) Limited IrelandTrebor Ireland Limited IrelandGreencastle Drinks Limited Ireland/NetherlandsCote d’Or Italia S.r.l. ItalyFattorie Osella S.p.A. ItalyKraft Foods Italia Intellectual Property S.r.l. ItalyMondelez Italia Biscuits Production S.p.A ItalyMondelez Italia Production S.r.l. ItalyMondelez Italia S.r.l. ItalyMondelez Italia Services S.r.l. ItalyKraft Foods Jamaica Limited JamaicaKraft Foods Japan K.K. JapanMeito Adams Company Limited JapanMondelez Japan Ltd JapanMondelez Japan Ltd TK JapanMondelez Kazakhstan LLP KazakhstanCadbury Kenya Limited KenyaDong Suh Foods Corporation KoreaMigabang Limited Company KoreaSIA Mondelez Latvija LatviaCadbury Adams Middle East Offshore S.A.L. LebanonCadbury Adams Middle East S.A.L. LebanonAB Kraft Foods Lietuva LithuaniaUAB Mondelez Baltic LithuaniaUAB Mondelez Lietuva Production LithuaniaAdams Marketing (M) Sdn Bhd MalaysiaCadbury Confectionery Malaysia Sdn. Bhd. MalaysiaCadbury Confectionery Sales (M) Sdn. Bhd. MalaysiaMondelez Malaysia Sales Sdn. Bhd. MalaysiaMondelez Malaysia Sdn. Bhd. MalaysiaCadbury Mauritius Ltd MauritiusCorporativo Mondelez, S. en N.C. de C.V. MexicoMondelez Holding, S. de R.L. de C.V. MexicoMondelez Mexico, S. de R.L. de C.V. MexicoProductos Mondelez, S. de R.L. de C.V. MexicoServicios Intregales Mondelez, S. de R.L. de C.V. MexicoServicios Mondelez, S. de R.L. de C.V. MexicoMondelez Maroc SA MoroccoSTE Immobiliere Ibrahim D’Ain Sebaa MoroccoSpringer Schokoladenfabrik (Pty) Limited NamibiaAbades B.V. NetherlandsAztecanana BV NetherlandsCadbury CIS B.V. NetherlandsCadbury Enterprises Holdings B.V. NetherlandsCadbury Holdings B.V. NetherlandsCadbury Netherlands International Holdings B.V. NetherlandsGernika, B.V. NetherlandsKraft Foods Central & Eastern Europe Service B.V. NetherlandsKraft Foods Česko Holdings BV NetherlandsKraft Foods Entity Holdings B.V. NetherlandsKraft Foods Holland Holding BV NetherlandsKraft Foods Intercontinental Netherlands C.V. NetherlandsKraft Foods LA MB Holding B.V. NetherlandsKraft Foods LA MC B.V. NetherlandsKraft Foods LA NMB B.V. NetherlandsKraft Foods LA NVA B.V. NetherlandsKraft Foods LA VA Holding B.V. NetherlandsKraft Foods Nederland Biscuit C.V. NetherlandsKraft Foods Nederland Intellectual Property BV NetherlandsKraft Foods North America and Asia B.V. NetherlandsKTL S. de R.L. de C.V. NetherlandsMerola Finance B.V. NetherlandsMondelez Coffee Holdco BV NetherlandsMondelez Espana Biscuits Holdings B.V. NetherlandsMondelez Nederland B.V. NetherlandsMondelez Nederland Services B.V. NetherlandsMondelez Netherlands RUS Holdings B.V. NetherlandsNabisco Holdings II B.V. NetherlandsMondelez New Zealand New ZealandMondelez New Zealand Investments New ZealandMondelez Nicaragua, S.A. NicaraguaCadbury Nigeria PLC NigeriaFreia A/S NorwayKraft Foods Norge Intellectual Property AS NorwayMondelez Norge A/S NorwayMondelez Norge Production AS NorwayMondelez Pakistan Limited PakistanMondelez Panama, S. de R.L. PanamaMondelez Peru S.A. PeruMondelez Philippines, Inc. PhilippinesNabisco Philippines Inc. PhilippinesLu Polska Sp. z.o.o. PolandMondelez International RD&Q Sp. z.o.o. PolandMondelez Polska Production sp. z.o.o. PolandMondelez Polska Sp. z.o.o. PolandMondelez Portugal Iberia Production, S.A. PortugalMondelez Portugal, Unipessoal Lda. PortugalMondelez Puerto Rico LLC Puerto RicoMondelez Romania S.A. RomaniaMon’delez Rus LLC RussiaMondelez Arabia for Trading LLC Saudi ArabiaNabisco Arabia Co. Ltd. Saudi ArabiaMondelez d.o.o. Beograd SerbiaMondelez Procurement d.o.o. Beograd SerbiaCadbury Enterprises Pte. Ltd. SingaporeKraft Foods Holdings Singapore Pte. Ltd. SingaporeKraft Foods Trading Singapore Pte. Ltd. SingaporeKraft Helix Singapore Pte. Ltd. SingaporeKuan Enterprises Pte. Ltd. SingaporeMondelez Asia Pacific Pte. Ltd. SingaporeMondelez Business Services AP Pte Ltd SingaporeMondelez Singapore Pte. Ltd. SingaporeSymphony Biscuits Holdings Pte. Ltd. SingaporeTaloca (Singapore) Pte Ltd. SingaporeMondelez European Business Services Centre s.r.o. SlovakiaMondelez Slovakia Holding a.s. SlovakiaMondelez Slovakia Intellectual Property s.r.o. SlovakiaMondelez Slovakia s.r.o. SlovakiaMondelez SR Production s.r.o. SlovakiaMondelez, trgovska druzba, d.o.o, Ljubjana SloveniaCadbury South Africa (Pty) Limited South AfricaChapelat-Humphries Investments (Pty) Limited South AfricaKraft Foods Services South Africa (Pty) Ltd. South AfricaMondelez South Africa (Pty) Ltd. South AfricaSouth Africa LP South AfricaKraft Foods Espana Holdings S.L.U. SpainKraft Foods Espana Intellectual Property SLU SpainMondelez Espana Biscuits Holdings y Campania S.L. SpainMondelez Espana Commercial, S.L.U. SpainMondelez Espana Confectionery Production, SLU SpainMondelez Espana Galletas Production, S.L.U. SpainMondelez Espana Postres Production, S.A.U. SpainMondelez Espana Production, S.L.U. SpainMondelez Espana Services, S.L.U. SpainMondelez Iberia Holdings, S.L.U. SpainChapelat Swaziland (Proprietary) Limited SwazilandCadbury (Swaziland) (Pty) Limited Swaziland/South AfricaKraft Foods Sverige Holding AB SwedenKraft Foods Sverige Intellectual Property AB SwedenMondelez Sverige AB SwedenMondelez Sverige Production AB SwedenConsodri Investments AG SwitzerlandKraft Foods Biscuits Holding GmbH SwitzerlandKraft Foods Holding (Europa) GmbH SwitzerlandKraft Foods Schweiz Holding GmbH SwitzerlandMondelez Europe GmbH SwitzerlandMondelez Europe Procurement GmbH SwitzerlandMondelez Europe Services GmbH SwitzerlandMondelez International Finance AG SwitzerlandMondelez Schweiz GmbH SwitzerlandMondelez Schweiz Holding GmbH SwitzerlandMondelez Schweiz Production GmbH SwitzerlandMondelez World Travel Retail GmbH SwitzerlandTaloca GmbH SwitzerlandMondelez Taiwan Limited TaiwanMondelez (Thailand) Co., Ltd. ThailandMondelez International (Thailand) Co., Ltd ThailandKraft Foods (Trinidad) Unlimited TrinidadKent Gida Maddeleri Sanayii ve Ticaret Anonim Sirketi TurkeyCadbury South Africa (Holdings) UK/South AfricaDirol Cadbury Ukraine SFE UkraineLLC Chipsy LYUKS UkrainePrivate Joint Stock Company “Mondelez Ukraina” UkraineMondelez Eastern Europe Middle East & Africa FZE United Arab EmiratesArcadian of Devon Limited United KingdomBrentwick Limited United KingdomCadbury Eight LLP United KingdomCadbury Financial Services United KingdomCadbury Four LLP United KingdomCadbury International Limited United KingdomCadbury Limited United KingdomCadbury Nine LLP United KingdomCadbury Nominees Limited United KingdomCadbury Russia Limited United KingdomCadbury Russia Two Ltd United KingdomCadbury Schweppes Finance Limited United KingdomCadbury Schweppes Investments Ltd United KingdomCadbury Schweppes Overseas Limited United KingdomCadbury Seven LLP United KingdomCadbury Six LLP United KingdomCadbury Ten LLP United KingdomCadbury Three LLP United KingdomCadbury Two LLP United KingdomCadbury UK Limited United KingdomCadbury US Holdings Limited United KingdomChromium Acquisitions Limited United KingdomChromium Assets Limited United KingdomChromium Suchex LLP United KingdomChromium Suchex No. 3 LLP United KingdomCraven Keiller United KingdomErnest Jackson & Co Limited United KingdomGalactogen Products Limited United KingdomGreen & Black’s Limited United KingdomHesdin Investments Limited United KingdomKraft Foods Investment Holdings UK Limited United KingdomKraft Foods UK Intellectual Property Limited United KingdomKraft Foods UK IP & Production Holdings Ltd. United KingdomKraft Russia Limited United KingdomL. Rose & Co., Limited United KingdomMondelez UK Biscuit Financing Ltd United KingdomMondelez UK Confectionery Production Limited United KingdomMondelez UK Holdings & Services Limited United KingdomMondelez UK Limited United KingdomMondelez UK Production Limited United KingdomMondelez UK R&D Limited United KingdomReading Scientific Services Limited United KingdomSchweppes Limited United KingdomSomerdale Limited United KingdomThe Old Leo Company Limited United KingdomTrebor Bassett Limited United KingdomTrebor International Limited United KingdomVantas International Limited United KingdomB2N Corporation United StatesBack to Nature Food Company, LLC United StatesCadbury Schweppes US Finance LLC United StatesCallard & Bowser-Suchard, Inc. United StatesEnjoy Life Natural Brands, LLC United StatesIntercontinental Brands LLC United StatesIntercontinental Great Brands LLC United StatesKFI-USLLC IX United StatesKFI-USLLC VII United StatesKFI-USLLC VIII United StatesKFI-USLLC XI United StatesKFI-USLLC XIII United StatesKFI-USLLC XIV United StatesKFI-USLLC XVI United StatesKraft Foods Asia Pacific Services LLC United StatesKraft Foods Biscuit Brands Kuan LLC United StatesKraft Foods Brentwick LLC United StatesKraft Foods Holdings LLC United StatesKraft Foods International Beverages LLC United StatesKraft Foods International Biscuit Holdings LLC United StatesKraft Foods International Europe Holdings LLC United StatesKraft Foods International Holdings Delaware LLC United StatesKraft Foods International Services LLC United StatesKraft Foods Latin America Holding LLC United StatesKraft Foods R & D, Inc. United StatesKraft Foods Taiwan Holdings LLC United StatesMondelēz BTN Holdings LLC United StatesMondelēz Global LLC United StatesMondelez International Delaware LLC United StatesMondelez International Financing Delaware LLC United StatesMondelēz International Holdings LLC United StatesMondelēz International Service Holdings LLC United StatesMondelēz International Service LLC United StatesMondelez International SM, LLC United StatesMondelez Suchex Holdings LLC United StatesMondelez Thrive Investment LLC United StatesNabisco International Limited United StatesNabisco Royal Argentina LLC United StatesNISA Holdings LLC United StatesNSA Holdings LLC United StatesRedbird Services LLC United StatesSuchex IV LLC United StatesC.A.S. Uruguay S.A. UruguayMondelez Uruguay S.A. UruguayCadbury Adams, S.A. VenezuelaCadbury Beverages de Venezuela CA VenezuelaCompania Venezolana de Conservas C.A. VenezuelaCovenco Holding C.A. VenezuelaKraft Foods Venezuela, C. A. VenezuelaPromotora Cadbury Adams, C.A. VenezuelaTevalca Holdings C.A. VenezuelaBinh Doung Kinh Do Corporation VietnamNorth Kinh Do One Member Company Limited VietnamCadbury Schweppes Zimbabwe (Private) Limited ZimbabweEXHIBIT 23.1CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMWe hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (File No. 333-194330) and on Form S-8 (No. 333-197088, 333-184178, 333-183993, 333-183992, 333-182066, 333-174665, 333-165736, 333-133559, 333-125992 and 333-71266) of MondelēzInternational, Inc. of our reports dated February 19, 2016 relating to the consolidated financial statements, financial statement schedule and theeffectiveness of internal control over financial reporting, which appear in this Form 10-K./s/ PricewaterhouseCoopers LLPChicago, IllinoisFebruary 19, 2016EXHIBIT 31.1CertificationsI, Irene B. Rosenfeld, certify that: 1.I have reviewed this annual report on Form 10-K of Mondelēz International, Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to makethe statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period coveredby this report; 3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respectsthe financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as definedin Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and15d-15(f)) for the registrant and have: (a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under oursupervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us byothers within those entities, particularly during the period in which this report is being prepared; (b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under oursupervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements forexternal purposes in accordance with generally accepted accounting principles; (c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about theeffectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and (d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s mostrecent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonablylikely to materially affect, the registrant’s internal control over financial reporting; and 5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting,to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): (a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which arereasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and (b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internalcontrol over financial reporting.Date: February 19, 2016/s/ IRENE B. ROSENFELDIrene B. RosenfeldChairman and Chief Executive OfficerEXHIBIT 31.2Certifications I,Brian T. Gladden, certify that: 1.I have reviewed this annual report on Form 10-K of Mondelēz International, Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to makethe statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period coveredby this report; 3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respectsthe financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as definedin Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and15d-15(f)) for the registrant and have: (a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under oursupervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us byothers within those entities, particularly during the period in which this report is being prepared; (b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under oursupervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements forexternal purposes in accordance with generally accepted accounting principles; (c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about theeffectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and (d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s mostrecent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonablylikely to materially affect, the registrant’s internal control over financial reporting; and 5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting,to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): (a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which arereasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and (b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internalcontrol over financial reporting.Date: February 19, 2016 /s/ BRIAN T. GLADDENBrian T. GladdenExecutive Vice President andChief Financial OfficerEXHIBIT 32.1CERTIFICATIONS OFCHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICERPURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THESARBANES-OXLEY ACT OF 2002I, Irene B. Rosenfeld, Chairman and Chief Executive Officer of Mondelēz International, Inc. (“Mondelēz International”), certify, pursuant to 18 U.S.C.Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that Mondelēz International’s Annual Report on Form 10-K forthe period ended December 31, 2015, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and thatthe information contained in Mondelēz International’s Annual Report on Form 10-K fairly presents in all material respects Mondelēz International’sfinancial condition and results of operations. /s/ IRENE B. ROSENFELDIrene B. RosenfeldChairman and Chief Executive OfficerFebruary 19, 2016I, Brian T. Gladden, Executive Vice President and Chief Financial Officer of Mondelēz International, Inc. (“Mondelēz International”), certify, pursuantto 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that Mondelēz International’s Annual Report onForm 10-K for the period ended December 31, 2015, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of1934 and that the information contained in Mondelēz International’s Annual Report on Form 10-K fairly presents in all material respectsMondelēz International’s financial condition and results of operations. /s/ BRIAN T. GLADDENBrian T. GladdenExecutive Vice President andChief Financial OfficerFebruary 19, 2016A signed original of these written statements required by Section 906, or other document authenticating, acknowledging, or otherwise adopting thesignature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to MondelēzInternational, Inc. and will be retained by Mondelēz International, Inc. and furnished to the Securities and Exchange Commission or its staff uponrequest.
Continue reading text version or see original annual report in PDF format above